MATRIX DEVELOPMENT: May Use Cash Collateral in Orenco ProjectMATRIX DEVELOPMENT: May Use Cash Collateral in Walnut CreekMATRIX DEVELOPMENT: May Use Cash Collateral in WilliametteMATRIX DEVELOPMENT: May Use Cash Collateral in Q CondominiumsMEDIACOM COMM: To Buy Back 30% of Outstanding Shares from Shivers

(3) Baa2 to the U.S. $23,000,000 Class C Deferrable Mezzanine Notes due 2015; and

(4) Ba2 to the U.S. $18,000,000 Class D Deferrable Junior Notes due 2015.

The Moody's ratings of the Notes address the ultimate cash receipt of all required interest and principal payments, as provided by the Notes' governing documents, and are based on the expected loss posed to Noteholders, relative to the promise of receiving the present value of such payments.

The ratings reflect the risks due to the diminishment of cash flow from the underlying portfolio consisting of leveraged loans due to defaults, the transaction's legal structure and the characteristics of the underlying assets.

The pool of assets is static with limited disposition of collateral permitted. CIT Asset Management LLC will manage such disposition of collateral on behalf of the Issuer.

ABITIBIBOWATER: NWQ Investment & Lord Abbett Disclose Equity Stake------------------------------------------------------------------NWQ Investment Management Company, LLC, disclosed in a regulatory filing with the Securities and Exchange Commission that it may be deemed to beneficially own 2,792,842 shares of Abitibibowater Inc.'s common stock, which represents 4.96% of the outstanding shares.

In a separate filing, Lord, Abbett & Co. LLC also disclosed that it may be deemed to beneficially own 3,801,260 shares of Abitibibowater Inc.'s common stock, which represents 6.75% of the outstanding shares.

About AbitibiBowater Inc.

Headquartered in Montreal, Canada, AbitibiBowater Inc. --http://www.abitibibowater.com/-- produces a wide range of newsprint, commercial printing papers, market pulp and woodproducts. It is the eighth largest publicly traded pulp and papermanufacturer in the world. AbitibiBowater owns or operates 27pulp and paper facilities and 34 wood products facilities locatedin the United States, Canada, the United Kingdom and South Korea.Marketing its products in more than 90 countries, the company isalso among the world's largest recyclers of old newspapers andmagazines, and has more third-party certified sustainable forestland than any other company in the world. AbitibiBowater's sharestrade under the stock symbol ABH on both the New York StockExchange and the Toronto Stock Exchange.

Accentia's prospectus covers a total of up to 6,999,187 shares of its common stock, par value $.001 per share, which may be offered from time to time by certain selling shareholders. The 6,999,187 shares being offered consist of common stock underlying securities issued in the company's June 2008 private placement, including:

-- up to 3,647,254 shares issuable upon the conversion of the principal and interest of its 8% Original Issue Discount Secured Convertible Debentures; and

-- up to 3,351,933 shares issuable upon the exercise of its warrants, issued by the company to selling shareholders.

The company said that on September 9, 2008, the last reported sale price of its common stock was $0.61 per share.

Based in Tampa, Florida, Accentia BioPharmaceuticals Inc. (Nasdaq:ABPI) -- http://www.accentia.net/-- is a vertically integrated biopharmaceutical company focused on the development andcommercialization of drug candidates that are in late-stageclinical development and typically are based on activepharmaceutical ingredients that have been previously approved bythe FDA for other indications. The company's lead productcandidate is SinuNase(TM), a novel application and formulation ofa known therapeutic to treat chronic rhinosinusitis.

Additionally, the company has acquired the majority ownershipinterest in Biovest International Inc. and a royalty interest inBiovest's lead drug candidate, BiovaxID(TM) and any other biologicproducts developed by Biovest. The company also has a specialtypharmaceutical business, which markets products focused onrespiratory disease and an analytical consulting business thatserves customers in the biopharmaceutical industry.

Aidman, Piser & Company, P.A., in Tampa, Florida, expressedsubstantial doubt about Accential Biopharmaceuticals Inc.'sability to continue as a going concern after auditing thecompany's consolidated financial statements for the years endedSept. 30, 2007, and 2006. The auditing firm reported that thecompany has incurred cumulative net losses of approximately$164.1 million during the three years ended Sept. 30, 2007,$57.8 million of which was attributable to their 76% ownedsubsidiary, and, as of that date, had a working capital deficiencyof approximately $53.1 million.

The company incurred net losses of $33.1 million, used cash fromoperations of approximately $16.1 million during the six monthsended March 31, 2008, and has a working capital deficit ofapproximately $67.5 million at March 31, 2008. Net losses forBiovest, whose results are consolidated with the company, wereapproximately $7.8 million, during the same six month period.

(a) On August 27, 2008, the company was notified that, on August 26, 2008, a Default Judgment against the company, and for the benefit of Professional Offshore Opportunity Fund, Ltd., was granted by The Honorable Shira A. Scheindlin, Federal District Court Judge in the United States District Court for the Southern District of New York, amounting to $1,577,231.51, with interest after July 24, 2008 at the rate of $867.12 per day until entry of the Default Judgment and thereafter at the judgment rate of interest allowed by law.

The notice to the company was accompanied by a Restraining Notice, prepared and served upon the company by the attorneys for the Judgment-Creditor pursuant to Rule 64 of the Federal Rules of Civil Procedure and Section 5222(b) of the New York Civil Practice Law and Rules, purporting to advise the company that it is "forbidden to make or suffer any sale, assignment, transfer, or interference with any property in which the company has an interest, except upon direction of the sheriff or pursuant to an order of the court or until the judgment is satisfied or vacated."

(b) On September 5, 2008, the company was notified that, on September 2, 2008, a Judgment by Default Upon Assessment of Damages was entered against the company, for the benefit of Clean Harbors Environmental Services, Inc., in the Superior Court, County of Norfolk, in the Commonwealth of Massachusetts, amounting to $119,393.75, plus statutory interest, and costs of the action.

Headquartered in New York City, Amerex Group Inc. (OTC BB:AEXG.OB) -- http://www.amerexgroup.com/-- is a hazardous waste transportation and logistics firm with capabilities to provideemergency response to environmental emergencies. The company hasmultiple facilities including a hazardous waste treatment, storageand disposal facility licensed under the Resource Conservation andRecovery Act Part B and a trucking fleet to transport hazardouswaste throughout the USA. Amerex has administrative headquartersin Tulsa, Oklahoma.

Going Concern Doubt

Sartain Fischbein & Co., in Tulsa, Oklahoma, expressed substantialdoubt about Amerex Group Inc.'s ability to continue as a goingconcern after auditing the company's consolidated financialstatements for the year ended Dec. 31, 2007. The auditing firmreported that the company incurred a net loss of $7,114,098 duringthe year ended Dec. 31, 2007, and, as of that date, had a workingcapital deficiency of $3,537,914 and stockholders' deficit of$7,688,449. Additionally, the company has experienced significant cash flow difficulties and is currently in default on its note agreements.

The Troubled Company Reporter reported on May 29, 2008, that Amerex Group Inc.'s consolidated balance sheet at March 31, 2008,showed $6,726,105 in total assets, $14,344,006 in total liabilities, and $735,000 in redeemable common stock, resulting ina $8,352,901 total stockholders' deficit. At March 31, 2008, the company's consolidated balance sheet also showed strained liquidity with $2,797,682 in total current assets available to pay $6,915,696 in total current liabilities. The company reported a net loss of $1,193,562, on revenue of $1,607,422, for the first quarter ended March 31, 2008, compared with a net loss of $1,314,993, on revenue of $2,147,872, in the same period last year.

AMEREX GROUP: Meeting With Potential Investors Set for This Month-----------------------------------------------------------------Amerex Group Inc. disclosed in a regulatory filing with the Securities and Exchange Commission that on September 3, 2008, the company met and, in the next 30 days the company intends to meet, with potential investors. In connection with these meetings, the company has presented or intends to present colorful slides to convince investors that putting their money in Amerex is a good idea. Amerex will point out that there's a large market opportunity; midwestern and western markets are currently underserved; there are plenty of geographic and expansion opportunities with existing and new clients; its revenue potential could reach more than $200 million; among others.

Headquartered in New York City, Amerex Group Inc. (OTC BB:AEXG.OB) -- http://www.amerexgroup.com/-- is a hazardous waste transportation and logistics firm with capabilities to provideemergency response to environmental emergencies. The company hasmultiple facilities including a hazardous waste treatment, storageand disposal facility licensed under the Resource Conservation andRecovery Act Part B and a trucking fleet to transport hazardouswaste throughout the USA. Amerex has administrative headquartersin Tulsa, Oklahoma.

Going Concern Doubt

Sartain Fischbein & Co., in Tulsa, Oklahoma, expressed substantialdoubt about Amerex Group Inc.'s ability to continue as a goingconcern after auditing the company's consolidated financialstatements for the year ended Dec. 31, 2007. The auditing firmreported that the company incurred a net loss of $7,114,098 duringthe year ended Dec. 31, 2007, and, as of that date, had a workingcapital deficiency of $3,537,914 and stockholders' deficit of$7,688,449. Additionally, the company has experienced significant cash flow difficulties and is currently in default on its note agreements.

The Troubled Company Reporter reported on May 29, 2008, that Amerex Group Inc.'s consolidated balance sheet at March 31, 2008,showed $6,726,105 in total assets, $14,344,006 in total liabilities, and $735,000 in redeemable common stock, resulting ina $8,352,901 total stockholders' deficit. At March 31, 2008, the company's consolidated balance sheet also showed strained liquidity with $2,797,682 in total current assets available to pay $6,915,696 in total current liabilities. The company reported a net loss of $1,193,562, on revenue of $1,607,422, for the first quarter ended March 31, 2008, compared with a net loss of $1,314,993, on revenue of $2,147,872, in the same period last year.

AMERICAN MORTGAGE: Board Defers Dividend Payment to Preserve Funds ------------------------------------------------------------------American Mortgage Acceptance Company disclosed that in the interest of preserving the company's capital, AMAC's board of trustees has not declared a dividend on the company's 7.25% Series A Cumulative Convertible Preferred Shares or common shares for the third quarter of 2008.

Headquartered in New York, American Mortgage Acceptance Company(AMEX: AMAC) -- http://www.americanmortgageco.com/-- is a real estate investment trust that specializes in originating andacquiring mortgage loans and other debt instruments secured bymultifamily and commercial properties throughout the UnitedStates. The company invests in mezzanine, construction and firstmortgage loans, subordinated interests in first mortgage loans,bridge loans, subordinate commercial mortgage backed securities,and other real estate assets.

At June 30, 2008, the company's balance sheet showed total assets of $567,130,000 and total liabilities of $ 579,310, resulting in a shareholders' deficit of 12,180,000.

APP PHARMACEUTICALS: NASDAQ Removes Listing of Common Stock-----------------------------------------------------------NASDAQ Stock Market LLC disclosed in a Form 25-NSE filing with the Securities and Exchange Commission that it has removed from listing and registration APP Pharmaceuticals, Inc.'s common stock.

Forms 25-NSE are notifications filed by a national security exchange to report the removal from listing and registration of matured, redeemed or retired securities.

ASARCO LLC: Files First Amended Joint Chapter 11 Plan-----------------------------------------------------ASARCO LLC and its debtor-affiliates delivered to the United States Bankruptcy Court for the Southern District of Texas a first amended Joint Plan of Reorganization and a Disclosure Statement explaining the Plan on September 12, 2008.

The Amended Plan maintains the sale of substantially all of the Debtors' tangible and intangible operating assets to Sterlite (USA), Inc.

The Amended Plan, however, says the sale does not include, among other sites, the copper smelter in El Paso, Texas, the Globe, Colorado facility, the East Helena, Montana facility, the AR Sacaton site, or the Perth Amboy, New Jersey site. Those assets will be transferred to Environmental Custodial Trusts under the Plan unless ASARCO reaches an agreement with the concurrence of the governments for the sale of those assets prior to the Effective Date.

The Amended Plan provides for the Subsidiary Debtors other than Covington Land Company, to be substantively consolidated with and into ASARCO LLC. Alternatively, the Debtors reserve the right to consolidate those debtors into ASARCO pursuant to Section 1123(a)(5)(C) of the Bankruptcy Code, in which case, votes on the Plan will be counted on a Debtor-by-Debtor basis. As a third alternative, the Debtors reserve the right to proceed with the Plan as to only ASARCO, Covington, ASARCO Master, Inc., and the Asbestos Subsidiary Debtors, with the Other Subsidiary Debtors hereafter by filing one or more separate plans under chapter 11 of the Bankruptcy Code or converting their cases to liquidation cases under chapter 7 of the Bankruptcy Code.

The Amended Plan also incorporates the global resolution of the Debtors' asbestos and environmental liabilities. ASARCO LLC entered into separate agreements with the U.S. Government and various states, on the one hand, and the Official Committee of Unsecured Creditors for the Asbestos Debtors and the Future Claims Representative, on the other hand.

The Asbestos Settlement Agreement provides for the establishment of an Asbestos Trust; the channeling of the Unsecured Asbestos Personal Injury Claims and Demands to the Asbestos Trust, pursuant to Section 524(g); the Debtors' contribution of the Asbestos Trust Assets. The Asbestos Settlement also provides for the release by the Asbestos Subsidiary Committee and the FCR, on behalf of each of the Asbestos Debtors, of the ASARCO Protected Parties from:

(i) all claims and causes of action that the Asbestos Debtors may now have or have in the future based on Alter Ego Theories or similar theories seeking to impose liability on any ASARCO Protected Party for asbestos PI Claims asserted against the Asbestos Subsidiary Debtors; and

(ii) all claims relating to intercompany transactions or dealings between ASARCO and the Asbestos Debtors relating to Unsecured Asbestos Personal Injury Claims and Demands.

The Asbestos Settlement also provides for the dismissal with prejudice of all claims in Adversary Proceeding No. 05-02048 and the contested matter seeking to resolve the issues of ASARCO LLC's liability for the Derivative Asbestos Claims and the aggregate amount of any liability.

Jack F. Lapinsky, ASARCO LLC's chief executive officer, related that the Asbestos Subsidiary Committee has agreed to recommend that holders of Unsecured Asbestos Personal Injury Claims vote in favor of the Plan and specifically in favor of the creation of the Asbestos Trust and the entry of the Permanent Channeling Injunction; and agreed, together with the FCR, to support confirmation of the Plan.

The Debtors will transfer to the Asbestos Trust:

-- up to $750,000,000 in Cash, referred to in the Plan as the Asbestos Trust's share of the Class 5 and Class 9 Primary Payment;

-- up to an additional $102,000,000 that may be available after paying other creditors in accordance with the Plan, referred to in the Plan as the Asbestos Trust's share of the Class 5 and Class 9 as Supplemental Distribution;

-- the Asbestos Insurance Recoveries, including all of the Debtors' rights to avoid any liens or assignments asserted by any claimant on any portion of the Asbestos Insurance Recoveries;

-- the Asbestos Trust's Priority Litigation Proceeds, which is the payment of up to $100,000,000 of the Litigation Proceeds after Class 3, 4, 6, 7 and 8 Litigation Proceeds are paid, plus 50% of the Litigation Trust Interests to be distributed by the Litigation Trustees;

-- assignment of all of the Debtors' rights, title and interest in the Debtors' Privileges associated with the Asbestos PI Claims and other recoveries; and

The Amended Plan also incorporates three residual environmental settlements of environmental claims filed against the Debtors. The Amended Plan provides that:

* environmental Claims relating to the Previously Settled Environmental Sites as to which settlements were reached prior to the scheduled estimation hearings, will be classified as Class 7 Previously Settled Environmental Claims, with Allowed Unsecured Claims totaling $529 million;

* environmental Claims relating to the vast majority of remaining state and federal environmental Claims, including two sites listed in the First Case Management Order that were neither settled nor estimated, will be classified as Class 8 Miscellaneous Federal and State Environmental Claims, with Allowed Unsecured Claims totaling $103 million; and

* environmental Claims of the United States and the State of Washington relating to the Residual Environmental Settlement Sites will be classified as Class 9 Residual Environmental Claims, with Allowed Unsecured Claims that will be satisfied by a distribution of up to $750 million, supplemental distributions of $102 million, and Litigation Trust Interests.

The Residual Environmental Settlement Sites consist of the Coeur d'Alene, Idaho site, the Omaha, Nebraska lead site, and the Tacoma, Washington smelter plume site. Under the global settlement, the combined distributions that the Government and the State of Washington are expected to receive for these sites total at least $750 million, not including their right to 50% of the Litigation Trust Interests.

These claimants are granted allowed general unsecured claims against ASARCO LLC in settlement of their environmental claims:

Claimant Site Claim Amount -------- ---- ------------ Government Omaha Site $187,500,000 State of Washington Tacoma Site 80,370,000 Government Coeur d'Alene Site 41,464,000 EPA Tacoma Site 27,000,000 Government IBWC Site 19,000,000 EPA Jack Waite Site 11,300,000 EPA Richardson Flat Site 7,400,000 EPA Circle Smelting Site 6,052,390 Forest Service Monte Cristo Site 5,500,000 State of Washington Monte Cristo Site 5,500,000 State of Washington Van Stone Site 3,000,000 State of Oklahoma Kusa Site 1,780,000 EPA Vasquez Boulevard 1,500,000 EPA Terrible Mine Site 1,400,000 State of New Jersey South Plainfield Site 1,000,000 State of Arizona Helvetia Site 880,000 EPA Stephenson/Bennett Site 550,000 Forest Service Combination Mine Site 542,000 Forest Service Flux Mine Site 487,000 State of Colorado Bonanza Site 400,000 State of Washington Golden King Site 400,000 State of Washington Chollet Mine 300,000 EPA Coy Site 200,000 Forest Service Black Pine Site 190,000 State of Oklahoma Henryetta Site 109,000 State of Colorado Summitville Site 86,000 State of Colorado Permit & emissions fees 2,800

The Successor Coeur d'Alene Custodial and Work trust will be paid $373,179,000 on the Effective Date of the Plan. The Successor Coeur d'Alene Custodial and Work trust will create two subaccounts:

(1) one general work account funded initially with $344,250,000, which will be used to perform work at the Site; and

(2) a specialized work account funded initially with $28,929,000, which will be used to perform work selected by EPA as part of its comprehensive remedy at the Site.

The Government, on behalf of the Department of the Interior and the USDA/FS , will have a $67,500,000 to be deposited into the DOI Natural Resource Damages Account. The Government will also receive the Supplemental Distribution for the Site to the extent provided in the Plan.

In settlement of the State of Nebraska's claim in connection with the Omaha Site, the State will not have an allowed general unsecured nor receive any distribution from the Debtors. But, in the event that any proceeds from the Debtors remain in EPA's Site specific account when the clean-up is complete, EPA will pay to the State 3.5% of the remaining proceeds.

The allowed environmental claims will not subordinated to other general unsecured claims. Although the claims granted to the Government are described as general unsecured claims, the description is without prejudice to the Government's alleged secured right to set-off against ASARCO's claim for tax refunds.

A full-text copy of the Federal/State Environmental Claims Settlement is available for free at:

Under the Amended Plan, Seaboard Surety Company and St. Paul Fire & Marine Insurance Company agree to pay $1,300,000 to ASARCO in satisfaction of ASARCO's reclamation obligations covered by the Mission Bonds. SPT is granted an allowed administrative expense claim against ASARCO for $501,163 with respect to SPT's payment on the TCEQ bond.

SPT will also be granted a $2,310,392 allowed general unsecured claim against ASARCO, which reflects SPT's initial ORIC Bond payment less the Impress Fund plus past due premiums owed by ASARCO related to the ORIC Bond.

In accordance with the SPT Settlement Agreement, and except as otherwise provided in Article 9.10 of the Plan in regards to SPT Bond Nos. 394729 and 403998, ASARCO's obligations under and relating to the Flow Through Bonds and the SPT Indemnity Agreement as it relates to the Flow Through Bonds will not be discharged by Confirmation of the Plan.

Pursuant to the Plan Sponsor Purchase and Sale Agreement, the Silver Bell Interests owned by any of the Debtors are included among the Sold Assets. Under the terms of the Silver Bell LLC Agreement, ARSB's sale, assignment, and transfer of its Silver Bell Interests is subject to the consent of the other members of Silver Bell. However, the Plan Sponsor and the Debtors agreed that if the consent of the other members of Silver Bell is not obtained prior to Closing, then:

(a) the Silver Bell Interests and the Debtors' right in and to the Silver Bell LLC Agreement will each be an Excluded Asset and the shares of capital stock of ARSB will be a Purchased Asset; and

(b) references in the Plan Sponsor PSA to Silver Bell Interests will be deemed to refer to the capital stock of ARSB.

In addition, as a result of the transactions contemplated by the Plan Sponsor PSA, Mitsui, which owns 25% of the outstanding limited liability company interests of Silver Bell, has asserted that certain provisions of the Silver Bell LLC Agreement or, in the event of a sale of the capital stock of ARSB, certain provisions of a letter agreement dated February 5, 1996, supplementing the Silver Bell LLC Agreement, give Mitsui the right to require the Plan Sponsor to acquire from Mitsui all or a portion of Mitsui's membership interest in Silver Bell, as Mitsui may elect in its absolute discretion.

Mitsui has further asserted that the February 1996 letter agreement is not an executory contract and the Debtors may not reject it. Mr. Lapinsky said Mitsui is currently reviewing the Plan and Disclosure Statement and its rights and remedies under the Silver Bell LLC Agreement and the supplemental letter agreement. The Debtors, he added, have not taken a formal position with respect to the rights asserted by Mitsui and specifically reserve all rights and remedies against Mitsui and its affiliates, including all rights and remedies that any of them may have to object to any request of Mitsui to have all or a portion of its membership interest purchased by the Plan Sponsor.

Postpetition Interests

Postpetition Interest will be paid at the federal judgment rate of 3.84%. Interest will be compounded annually. Pursuant to the Plan, a Claimant is entitled to Postpetition Interest on an Allowed Claim or any unpaid portion thereof, from August 10, 2005 to and including five Business Days immediately prior to the date a distribution is made, until those amounts are fully satisfied. After the Effective Date, interest will accrue on any unpaid portion of an Allowed Claim and on any unpaid Postpetition Interest at the same rate and to the same extent.

Mitsui asserts that it is entitled to a 7.5% contractual rate of interest on its asserted Secured Claim. The Debtors and Mitsui specifically reserve all rights and remedies that any of them may have concerning the appropriate rate of interest on Mitsui's asserted Claim.

Risks Relating to the Sale Process

The Debtors currently expect that the sale of the Sold Assets will culminate in a sale to the Plan Sponsor or an alternative purchaser with a higher or better offer. Mr. Lapinsky said the Debtors will incur considerable costs and expenses in connection with the sale process and may ultimately be obligated to pay the Break-Up Fee. The Plan Sponsor may terminate the Plan Sponsor PSA if these deadlines are not met:

* The Bankruptcy Court must enter an order approving the Disclosure Statement by October 15, 2008, which date may be extended until October 30, 2008, if the Plan Sponsor consents;

* The Confirmation Order must be entered by December 15, 2008, which date may be extended until January 17, 2009, if the Plan Sponsor consents; and

* The Closing must occur by December 31, 2008, which date may be extended until January 28, 2009 in certain circumstances.

The Debtors submitted to the Court a joint plan of reorganizationand disclosure statement on July 31, 2008. The plan incorporatesthe sale of substantially all of the Debtors' assets to SterliteIndustries, Ltd., for $2,600,000,000.

Americas Mining Corporation, an affiliate of Grupo Mexico SAB deCV, submitted a reorganization plan to retain its equity interestin ASARCO LLC, by offering full payment to ASARCO's creditors inconnection with ASARCO's Chapter 11 case. AMC would provide up to$2.7 billion in cash as well as a $440 million guarantee to assurepayment of all allowed creditor claims, including payment ofliabilities relating to asbestos and environmental claims. AMC's plan is premised on the estimation of the approximate allowedamount of the claims against ASARCO.

ASARCO LLC: Asbestos Panel Wants Parent to Deposit $2.7 Billion---------------------------------------------------------------The Official Committee of Asbestos Claimants asks the United States Bankruptcy Court for the Southern District of Texas to require Asarco Incorporated and Americas Mining Corporation to deposit the $2,700,000,000 funds necessary to consummate the Plan of Reorganization they filed for ASARCO LLC, Southern Peru Holdings, LLC, and AR Sacaton, LLC.

The Parent's Plan is premised almost completely on a proposed $2.7 billion contribution by the Parent. If this contribution is not made, the Plan collapses and the Debtors must begin the planprocess anew, Sander L. Esserman, Esq., at Stutzman, Bromberg, Esserman & Plifka, APC, in Dallas, Texas, proposed counsel for the Asbestos Committee asserts.

Mr. Esserman points out that the Parent's Plan and the Parent's conduct in the Debtors' Chapter 11 cases raise serious concerns regarding whether the Parent intends to fund the plan at all or is simply seeking to delay and derail confirmation of the Debtors' competing plan of reorganization. Regardless of whether the Parent's Plan has been submitted in good faith or for nefarious purposes like delay, the concerns regarding whether the Parent's Plan will be adequately funded on the unlikely circumstance of its confirmation can only be addressed by requiring the Parent to place its money in the hands of the Court, he asserts.

Although the Parent has repeatedly made bold assertions in open court that it will fund its proposed plan with a $2.7 billion contribution, the plan itself says otherwise, Mr. Esserman complains. The Parent's Plan does not impose an obligation on the Parent to make the financial contributions it has continued to use as a "proverbial carrot" in the Debtors' bankruptcy cases, he notes. Instead, the Parent's Plan allows the Parent to avoid funding at any time and essentially for any reason.

Mr. Esserman further asserts that even if the Parent could be trusted to not walk away from its plan -- which is not at all certain given the Parent's conduct thus far in the Debtors' Chapter 11 cases -- the Parent's Plan nonetheless requires an estimation of asbestos claims that serves no other purpose than to further delay any Parent obligation to pay the Debtors' asbestos personal injury creditors.

The Court, at the very least, should require the Parent to place its $2.7 billion plan contribution into the Court's registry, the Asbestos Committee maintains. Only by the requirement of a plan deposit may the Court insure that the Court itself is not drawn into a waste of time and effort by parties who are not meaningfully committed to seeing their plan consummated, Mr. Esserman asserts.

The Asbestos Committee, according to Bloomberg News, has "serious concerns regarding whether the parent intends to fund the plan at all or is simply seeking to delay and derail confirmation of Asarco's competing plan."

The Debtors submitted to the Court a joint plan of reorganizationand disclosure statement on July 31, 2008. The plan incorporatesthe sale of substantially all of the Debtors' assets to SterliteIndustries, Ltd., for $2,600,000,000.

Americas Mining Corporation, an affiliate of Grupo Mexico SAB deCV, submitted a reorganization plan to retain its equity interestin ASARCO LLC, by offering full payment to ASARCO's creditors inconnection with ASARCO's Chapter 11 case. AMC would provide up to$2.7 billion in cash as well as a $440 million guarantee to assurepayment of all allowed creditor claims, including payment ofliabilities relating to asbestos and environmental claims. AMC's plan is premised on the estimation of the approximate allowedamount of the claims against ASARCO.

The United States Government, on behalf of the U.S. Environmental Protection Agency, the United States Department of the Interior, and the United States Department of Agriculture, asks the United States Bankruptcy Court for the Southern District of Texas to deny approval of the Parent's Disclosure Statement unless the Parent amend its Disclosure Statement so that environmental and other creditors can make an informed judgment about their treatment under the Parent's Plan.

Ronald J. Tenpas, Esq., assistant attorney general for the Environmental and natural Resources Division, tells the Court that the Parent and AMC have squandered the opportunity given to them by the Court to file a proposed Plan and Disclosure Statement that would address in a meaningful way the bulk of Debtors' massive unsettled environmental liabilities to protect health and safety.

Instead, Mr. Tenpas says, the Parent has filed a Litigation plan that does not propose any specific amount of payment of these liabilities. A litigation Plan, which does not not propose a real resolution of the largest claims in the bankruptcy case, does not justify the extensive time commitment of the Court and parties that would be necessary for a two-Plan process, Mr. Tenpas declares.

(b) Asbestos Committee

The Asbestos Committee asks the Court to disapprove the Parent's Disclosure Statement, arguing that the Parent's Plan provides no reorganization for the many ASARCO Debtors needing it, and leaves the Subsidiary Debtors and their creditors in a reorganizational limbo never envisioned by the Bankruptcy Code.

The Asbestos Committee's proposed counsel, Jacob L. Newton, Esq., at Stutzman, Bromberg, Esserman & Plifka, APC, in Dallas, Texas, tells the Court that because of the activities of Americas Mining Corporation, the Debtors' bankruptcy cases has lasted longer than it should have, much to the detriment of injured asbestos claimants.

AMC and its parent Grupo Mexico, S.A.B. de C.V., may have directly cause the Debtors' bankruptcy through their improper prepetition stripping of the Debtors' assets, their prepetition saddling of the Debtors with crippling amounts of debt, and the hostile labor relationship the created during AMC's and Grupo Mexico's reign, which directly led to a crippling labor strike, Mr. Newton asserts.

(c) Environmental Claimants

The Texas Commission on Environmental Quality complains that the Parent's Disclosure Statement does not provide adequate information about the Environmental Liquidation Trust, which the Parent proposes to establish and fund with certain designated properties, including, among others, the El Paso Smelter and the Amarillo Zinc Refinery, and $10 million to facilitate, oversee and fund environmental clean up efforts of the designated properties. The TCEQ also complains that the Parent's Disclosure Statement does not contain any contingency for dealing with the Federated Metals State Superfund Site.

The TCEQ further objects to the Parent's Disclosure Statement to the extent the Parent is seeking a determination that environmental claims are not impaired. The TCEQ asserts that environment regulatory authorities' claims are impaired pursuant to Section 1124 of the Bankruptcy Code.

The Department of Public Health and Environment, Hazardous Materials and Waste Management Division of the State of Colorado joins in the objection of the TCEQ insofar as the Objection pertains to the inadequacies of the Parent's disclosures regarding the proposed Environmental Liquidation Trust.

The City of El Paso, Texas, complains that the Debtors' Disclosure Statement is deficient in some key informational areas relating to the El Paso Smelter and the El Paso Metals Site. The City tells the Court that it has an important interest in seeing that the sites are timely and properly cleaned up.

Union Pacific Railroad Company asks the Court to deny approval of the Parent's Disclosure Statement, arguing that it does not comply with Section 1125 of the Bankruptcy Code because:

(i)the Disclosure Statement fails to provide accurate and adequate information that the parent Plan payments to creditors could be less than 100%;

(ii) the Disclosure Statement fails to inform the creditors that the Parent Plan impairs claims and does not allow them to vote;

(iii) the Disclosure Statement fails to inform that the Parent Plan releases of non-Debtors will prevent confirmation if creditors object.

PA-PDC Perth Amboy Urban Renewal, LLC, asks the Court to deny approval of the Parent's Disclosure Statement in its current form because it (i) does not address the Parent's plan's treatment of or impact upon PA-PDC's Designated Redeveloper rights and obligations; (ii) does not disclose how and when and where Asarco Inc.'s liability for environmental contamination of the property will be ascertained; (iii) does not disclosure the funding amount that the Parent anticipates; and (iv) does not disclose how and when the liability will be paid.

Montana Resources, Inc., says it supports a resolution of the Debtors' bankruptcy cases that pays creditors in full or reinstates them. However, MRI complains that the Parent's Disclosure Statement fails to address several issues of importance to creditors, including the explain the the Parent's treatment of:

* Debtors who are not being reorganized, and the claims of their creditors;

* the U.S. District Court of the Southern District of Texas' recent finding that Americas Mining Corporation and Grupo Mexico S.A.B. de C.V. perpetrated an actual fraudulent transfer of Debtors' shares of Southern Peru Copper Corporation with the intent to hinder or delay ASARCO's creditors, and the damages that may result.

(d) Insurance Companies

Fireman's Fund Insurance Company complains that the Parent's Disclosure Statement fails to provide adequate information regarding material aspects of the Plan that affect FFIC and fails to disclose material risks associated with the Parent's Plan.

American Home Assurance Company and Lexington Insurance Company jointly complain that the Debtors' Disclosure Statement fails to meet the legally accepted definition of containing "adequate information" due to, among others, (i) the omission of any exhibit setting forth Section 524(g) trust or the trust distribution procedures; and (ii) the lack of adequate information concerning which executory contracts are to be assumed or rejected.

Mt. McKinley Insurance Company and Everest Reinsurance Company, object to the Parent's Disclosure Statement because it does not contain exhibits that are material for MMIC's consideration of the Parent's Plan.

Century Indemnity Company complains that the Parent has not provided Century with copies of certain Plan-related documents, which define the procedures for liquidating and paying Asbestos Claims.

(e) Miguel Hernandez

Miguel Hernandez, a former ASARCO LLC employee, asserted that the Disclosure Statement does not contain "adequate information" because it does not state whether it is Debtors' intention that the Plan discharge or relieve the Debtors from complying with anyEquitable Relief that may be entered in the Adversary Proceeding initiated by Mr. Hernandez, including injunctive relief and reinstatement of Mr. Hernandez, should that relief be awarded by the Court.

(f) Ron and Linda Deen

Ron and Linda Deen, occupants of the Debtors' property in Pinal County, Arizona, asks the Court to disapprove the Parent's Disclosure Statement because it does not make clear how its Plan will treat the Deens' adverse possession ownership claim to the property.

(g) ASM Capital and Contrarian Funds

ASM Capital, L.P., and Contrarian Funds, L.L.C., holders of about $8,000,000 of trade claims against the Debtors, ask the Court to deny approval of the Parent's Disclosure Statement because the Parent's Plan label the Trade Claimholders as unimpaired, notwithstanding that the Plan does not provide the holders of Trade Claims with the postpetition interest on their claims to which they are legally and contractually entitled.

The Debtors submitted to the Court a joint plan of reorganizationand disclosure statement on July 31, 2008. The plan incorporatesthe sale of substantially all of the Debtors' assets to SterliteIndustries, Ltd., for $2,600,000,000.

Americas Mining Corporation, an affiliate of Grupo Mexico SAB deCV, submitted a reorganization plan to retain its equity interestin ASARCO LLC, by offering full payment to ASARCO's creditors inconnection with ASARCO's Chapter 11 case. AMC would provide up to$2.7 billion in cash as well as a $440 million guarantee to assurepayment of all allowed creditor claims, including payment ofliabilities relating to asbestos and environmental claims. AMC's plan is premised on the estimation of the approximate allowedamount of the claims against ASARCO.

ASARCO LLC: Liquidation Analysis Under Amended Plan---------------------------------------------------ASARCO LLC and its debtor affiliates prepared a liquidation analysis of their assets in the context of a Chapter 7 liquidation to evaluate whether claimants under their First Amended Joint Plan of Reorganization receives distribution that is not less than the value those holders may received if the Debtors were liquidated under Chapter 7.

The Liquidation Analysis was prepared by AlixPartners, LLP. The analysis used a number of estimates that are inherently subject to significant economic, competitive, and operational uncertainties and contingencies beyond the Debtors' control.

The Debtors submitted to the Court a joint plan of reorganizationand disclosure statement on July 31, 2008. The plan incorporatesthe sale of substantially all of the Debtors' assets to SterliteIndustries, Ltd., for $2,600,000,000.

Americas Mining Corporation, an affiliate of Grupo Mexico SAB deCV, submitted a reorganization plan to retain its equity interestin ASARCO LLC, by offering full payment to ASARCO's creditors inconnection with ASARCO's Chapter 11 case. AMC would provide up to$2.7 billion in cash as well as a $440 million guarantee to assurepayment of all allowed creditor claims, including payment ofliabilities relating to asbestos and environmental claims. AMC's plan is premised on the estimation of the approximate allowedamount of the claims against ASARCO.

ASARCO LLC: Claims Treatment & Classification Under Amended Plan----------------------------------------------------------------The Amended Joint Chapter 11 Plan of Reorganization filed on September 12, 2008, by Asarco LLC and its debtor-affiliates contemplates the sale of substantially all of their assets to Sterlite (USA), Inc.

Majority of the proceeds from that sale, together with Distributable Cash and Subsequent Distributions, will be paid to holders of Allowed Claims in accordance with the priorities established by the Bankruptcy Code, as follows:

N/A Priority Tax Priority Tax Claims will be paid in Claims full on the Effective Date.

Estimated Range of Claims: $5,000,000 to $6,000,000

Estimated Recovery: 100%

1 Priority Claims Priority Claims will be paid in full on the Effective Date or, if later, the date on which a Priority Claim becomes due in the ordinary course.

Unimpaired. Deemed to accept the Plan. Not entitled to vote.

Estimated Range of Claims: de minimis

Estimated Recovery: 100%

2 Secured Claims Secured Claims, at the election of the Debtors, either (a) be paid in full, or (b) be reinstated on the Effective Date.

Will vote, but only the votes of claimants whose claims will be reinstated will be counted.

Estimated Range of Claims: $28,000,000 to $33,000,000

Estimated Recovery: 100%

3 Trade & General Trade and General Unsecured Claims Unsecured Claims will be paid in Cash (a) the allowed amount of the holder's claim or a pro rata share of available funds, and (b) to the extent of any funds remaining after the payment of $750 million each to the Asbestos Trust and the Class 9 Residual Environmental Claims, post- petition interest at the federal judgment rate.

Impaired. Entitled to vote.

Estimated Range of Claims: $281,000,000 to $440,000,000

Estimated Recovery: 100%

4 Bondholders' Bondholders' Claims will be paid in Claims Cash (a) the Allowed Amount of the holder's Claim or a pro rata share of available funds, and (b) to the extent of any funds remaining after the payment of $750 million each to the Asbestos Trust and the Class 9 Residual Environmental Claims, postpetition interest at the federal judgment rates.

Impaired. Entitled to vote.

Estimated Range of Claims: $448,000,000 to $553,000,000

Estimated Recovery: 100%

5 Demands and Will be channeled to the Asbestos Unsecured Asbestos Trust and processed, liquidated, and Personal Injury paid pursuant to the terms and Claims provisions of the Asbestos TDP and the Asbestos Trust Agreement.

6 Toxic Tort Claims Will be paid in Cash (a) the Allowed Amount of the holder's claims, or a pro rata share of available funds, and (b) to the extent of any funds remaining after the payment of $750,000,000 each to the Asbestos Trust and the Class 9 Residual Environmental Claims, postpetition interest at the federal judgment rate.

Impaired. Entitled to vote.

Estimated Range of Claims: $56,000,000 to $69,000,000

Estimated Recovery: 100%

7 Previously Settled Will be paid in Cash (a) the Allowed Environmental Amount, or a pro rata share of Claims available funds, and (b) to the extent of any funds remaining after the payment of $750 million each to the Asbestos Trust and the Class 9 Residual Environmental Claims, postpetition interest at the federal judgment rate.

Impaired. Entitled to vote.

Estimated Range of Claims: $512,500,000

Estimated Recovery: 100%

8 Miscellaneous Will be paid in Cash (a) the Allowed Federal and State Amount, or a pro rata share of Environmental available funds, and (b) to the extent Claims of any funds remaining after the payment of $750 million each to the Asbestos Trust and the Class 9 Residual Environmental Claims, postpetition interest.

Impaired. Entitled to vote.

Estimated Range of Claims: $103,000,000

Estimated Recovery: 100%

9 Residual Will be paid (a) up to $750 million, Environmental to the extent of available funds after Claims payment of Classes 3, 4, 6, 7, and 8 Claims; (b) up to $102 million, to the extent of any remaining funds after payment of Classes 3, 4, 6, 7, and 8 are paid postpetition interest; and (c) half of the Litigation Trust Interests, subject to the right of Class 3, 4, 6, 7, and 8 Claims to receive Litigation Proceeds if needed for their Claims to be Paid in Full and the Asbestos Trust's right to the first $100 million of the Litigation Proceeds distributed with respect to the Litigation Trust Interests.

Impaired. Entitled to vote.

Estimated Range of Claims: $1,130 billion to $3.1 billion

Estimated Recovery: $750 million, plus Litigation Trust Interests

10 Late-Filed Claims To the extent the funds remaining after Class 9 Claims and the Asbestos Trust have each been paid $102 million will first be paid the Allowed Amount and then the postpetition interest.

Impaired. Entitled to vote.

Estimated Range of Claims: $10,000,000 to $26,000,000

Estimated Recovery: 0%

11 Subordinated To the extent of funds remaining after Claims Class 10 Claims have been paid in full, will first be paid the Allowed Amount and the postpetition interest.

Impaired. Entitled to vote.

Estimated Range of Claims: TBD Estimated Recovery: 0%

12 Interests in Canceled and will not receive nor ASARCO LLC retain any property.

Impaired. Deemed to reject the Plan. Not entitled to vote.

Estimated Range of Claims: N/A Estimated Recovery: 0%

13 Interests in Canceled and will not receive nor Asbestos Debtors retain any property.

Impaired. Deemed to reject the Plan. Not entitled to vote.

Estimated Range of Claims: N/A Estimated Recovery: 0%

14 Interests in Canceled and will not receive nor Other Subsidiary retain any property under the Plan. Debtors Impaired. Deemed to reject the Plan. Not entitled to vote.

Estimated Range of Claims: N/A Estimated Recovery: 0%

Joseph F. Lapinsky, ASARCO LLC's chief executive officer, said that, in formulating the Estimated Recovery, the Debtors made a projection of Cash anticipated to be on hand at the end of the year from operations and other sources, added the Cash expected from the Plan Sponsor, and considered projected uses of Cash between now and the end of the year.

Although no assurances can be given, the Debtors believe that Classes 3, 4, 6, 7, and 8 could receive a 100% recovery on the principal amount of their Claims. The Debtors also believe that Classes 5 and 9 will receive $750 million under the Plan, although, under a conservative estimate, these Classes would receive at least 95% of $750 million each; in either case, these Classes would also receive Litigation Trust Interests and other consideration.

The distribution percentages, Mr. Lapinsky added, are based on many assumptions and estimates, and actual results could be significantly higher or lower for a number of reasons. He cited that the Debtors' Cash at the end of the year is dependent on copper prices which have been, and continue to be, volatile.

Sources of payments to be made to Claimants pursuant to the Plan include the Debtors' Distributable Cash, which as of December 31, 2008, is expected to total $1,372,000,000; and the Available Plan Sales Proceeds, which are expected to total $2,525,000,000, assuming a $75 million Adjustment Payment Reserve, Mr. Lapinsky related.

The Debtors submitted to the Court a joint plan of reorganizationand disclosure statement on July 31, 2008. The plan incorporatesthe sale of substantially all of the Debtors' assets to SterliteIndustries, Ltd., for $2,600,000,000.

Americas Mining Corporation, an affiliate of Grupo Mexico SAB deCV, submitted a reorganization plan to retain its equity interestin ASARCO LLC, by offering full payment to ASARCO's creditors inconnection with ASARCO's Chapter 11 case. AMC would provide up to$2.7 billion in cash as well as a $440 million guarantee to assurepayment of all allowed creditor claims, including payment ofliabilities relating to asbestos and environmental claims. AMC's plan is premised on the estimation of the approximate allowedamount of the claims against ASARCO.

BEACH LANE: Sale of Hamptons Estate Approved; Bids Due Nov. 4-------------------------------------------------------------By order of the U.S. Bankruptcy Court for the Southern District of New York, Keen Consultants -- The Real Estate Division of KPMG Corporate Finance LLC -- is selling Spectacular Hamptons Estate located at 74 Beach Lane, Westhampton Beach, New York.

The house is 9,000+ sq. ft and sits on 2+ beautifully manicured acres. There are 8 bedrooms and 7.5 baths along with a guest house, Gunite pool and pagoda.

Offers are due November 4, 2008. KPMG's Matthew Bordwin says offers are being accepted immediately and upon the receipt of an acceptable offer, the Debtor will sell the property, subject to Bankruptcy Court procedures.

Headquartered in New York City, Beach Lane Estate Corp. owns and manages real estate. The Debtor filed for Chapter 11 protection on April 10, 2008, (Bank. S.D. N.Y. Case No.: 08-11296). Mark A. Frankel, Esq., at Backenroth Frankel & Krinsky LLP, represents the Debtor in its restructuring efforts. The Debtor related that no receiver, trustee or examiner has been appointed nor have any official committees been appointed in this case. When the Debtor filed for protection from its creditors, it has estimated assets and debts of $1 million to $100 million.

ASARCO LLC: Robert Pate Wants to Employ Oppenheimer as Counsel--------------------------------------------------------------Judge Robert Pate, as Future Claims Representative for ASARCO LLC and its debtor affiliates, seeks permission from the U.S. Bankruptcy Court for the Southern District of Texas Court to retain Oppenheimer, Blend, Harrison & Tate, Inc., as his counsel.

According to the FCR, OBHT is well qualified to represent him as FCR for the Debtors because OBHT's shareholders and associates have experience in matters concerning future claims.

As counsel to the FCR, OBHT is expected, among others things, to:

-- give the FCR legal advice with respect to his duties and obligations in the Debtors' bankruptcy cases as the legal representatives of future claimants who may assert demands against the Debtors;

John H. Tate, Esq., an attorney and a shareholder of OBHT, assures the Court that OBHT is a "disinterested person" as the term is defined in Section 101(14), modified by Section 1107(b), of the Bankruptcy Code.

Moreover, Mr. Tate declares that OBHT does not hold or represent any interest adverse to ASARCO or the Additional Debtors, their estates or the entities whom OBHT would represent with respect to the matters relating OBHT's retention as counsel for the FCR.

When the Debtor filed for protection from its creditors, it listed $600 million in total assets and $1 billion in total debts.

The Debtor has five affiliates that filed for chapter 11protection on April 11, 2005 (Bankr. S.D. Tex. Case Nos. 05-20521 through 05-20525). They are Lac d'Amiante Du Quebec Ltee, CAPCO Pipe Company, Inc., Cement Asbestos Products Company, Lake Asbestos of Quebec, Ltd., and LAQ Canada, Ltd. Sander L. Esserman, Esq., at Stutzman, Bromberg, Esserman & Plifka, APC, in Dallas, Texas, represents the Official Committee of Unsecured Creditors for the Asbestos Debtors. Former judge Robert C. Pate has been appointed as the future claims representative. Details about their asbestos-driven Chapter 11 filings have appeared in the Troubled Company Reporter since April 18, 2005.

The Debtors submitted to the Court a joint plan of reorganization and disclosure statement on July 31, 2008. The plan incorporates the sale of substantially all of the Debtors' assets to Sterlite Industries, Ltd., for $2,600,000,000.

Americas Mining Corporation, an affiliate of Grupo Mexico SAB de CV, submitted a reorganization plan to retain its equity interest in ASARCO LLC, by offering full payment to ASARCO's creditors in connection with ASARCO's Chapter 11 case. AMC would provide up to $2.7 billion in cash as well as a $440 million guarantee to assure payment of all allowed creditor claims, including payment of liabilities relating to asbestos and environmental claims. AMC's plan is premised on the estimation of the approximate allowed amount of the claims against ASARCO.

ASARCO LLC: Asbestos Panel Wants to Employ Stutzman as Counsel--------------------------------------------------------------Pursuant to Section 1103(a) of the Bankruptcy Code, the Official Committee of Asbestos Claimants against ASARCO LLC and its debtor-affiliates asks the U.S. Bankruptcy Court for the Southern District of Texas for authority to retain Stutzman, Bromberg, Esserman & Plifka, as its counsel.

On behalf of the Asbestos Committee, Alan R. Brayton tells the Court that the Asbestos Committee has selected SBEP because of its experience in representing various parties in numerous other reorganization cases. In addition, the Asbestos Committee has selected SBEP because it is currently counsel for the Official Committee of Unsecured Creditors for the Asbestos Debtors and is therefore already intimately familiar with the intricacies of the complex cases and the issues surrounding the asbestos-related claims against the Debtors.

As counsel to the Asbestos Committee, SBEP is expected to:

-- advise the Asbestos Committee regarding matters of bankruptcy law and procedure and its statutory powers and duties to its constituents, including rights and remedies of the Asbestos Committee and its constituents with regard to assets of, and claims against, the Debtors and other creditors of the Debtors' estates;

-- represent the Asbestos Committee at any proceeding or hearing before the Court and in any action in any other court where the rights or interests of the Asbestos Committee or its constituency may be litigated or affected;

-- to prepare any pleadings, motions, answers, notices, orders and reports that are required for the Asbestos Committee to assist the Court in the orderly administration of the Debtors' estates;

-- advise, consult with, and assist the Asbestos Committee in its investigation of the Debtors' businesses and the desirability of the continuance of Debtors' businesses, and any other matter relevant to this case; and

-- assist the Asbestos Committee in the negotiation of and opposition to a plan or plans of reorganization.

SBEP will be compensated on an hourly basis and reimbursed of reasonable necessary out-of-pocket expenses incurred in the performance of its services. SBEP's hourly rates are:

Mr. Brayton narrates that prior to the Asbestos Debtors' Petition Date, ASARCO provided SBEP with a $50,000 retainer with respect to SBEP's representation of an ad hoc committee of asbestos claimants who were subsequently appointed as members of the Subsidiary Committee and who now are members of the Asbestos Committee.

As of the April 11, 2005 Petition Date for the Asbestos Debtors, SBEP had applied the entire retainer for services rendered prepetition. After drawing down on the entire amount of the retainer to pay for prepetition services, there remained a $10,235 balance due from ASARCO for additional prepetition services. Subsequent to the Petition date, ASARCO paid off the prepetition balance.

SBEP has also filed ten interim applications for compensation for services rendered and reimbursement of out-of-pocket expenses incurred as counsel for the Subsidiary Committee. The first nine of the interim applications for compensation have been approved by the Court. The tenth interim application for compensation was filed on August 19, 2008.

SBEP currently represents some of the law firms who were members of the Ad Hoc Committee in other matters not related to the Debtors' Chapter 11 cases, including:

Additionally, SEBP also represents Simmons Cooper, LLC, a firm which serves as attorney for and representative of a member of the Subsidiary Committee but was not a member of the Ad Hoc Committee.

SBEP will continue to represent the Subsidiary Committee, consistent with the Asbestos Committee's bylaws, for purposes of fulfilling the Subsidiary Committee's obligations in connection with ASARCO's asbestos-related liability.

Sander L. Esserman, Esq., a shareholder of the law firm SBEP, assures the Court that his firm does not represent any other entity having adverse interest in the Debtors. He declares that he owns a certain number of shares of stock in Lehman Brothers Inc., a firm authorized to render services to ASARCO as Financial Advisor and investment Banker. He declares further that SBEP does not believe that his purchase of the Lehman Brothers stock creates disqualifying conflict as SBEP does not hold interest adverse to the Debtors or the Debtors' estates and is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code.

Mr. Esserman assures the Court that SBEP will continue to monitor its connections and the connections of its attorneys to the Debtors, other creditors, or any other party-in-interest to ensure that no conflicts or other disqualifying circumstances arise, and will file supplemental disclosures as needed.

When the Debtor filed for protection from its creditors, it listed $600 million in total assets and $1 billion in total debts.

The Debtor has five affiliates that filed for chapter 11protection on April 11, 2005 (Bankr. S.D. Tex. Case Nos. 05-20521 through 05-20525). They are Lac d'Amiante Du Quebec Ltee, CAPCO Pipe Company, Inc., Cement Asbestos Products Company, Lake Asbestos of Quebec, Ltd., and LAQ Canada, Ltd. Sander L. Esserman, Esq., at Stutzman, Bromberg, Esserman & Plifka, APC, in Dallas, Texas, represents the Official Committee of Unsecured Creditors for the Asbestos Debtors. Former judge Robert C. Pate has been appointed as the future claims representative. Details about their asbestos-driven Chapter 11 filings have appeared in the Troubled Company Reporter since April 18, 2005.

The Debtors submitted to the Court a joint plan of reorganization and disclosure statement on July 31, 2008. The plan incorporates the sale of substantially all of the Debtors' assets to Sterlite Industries, Ltd., for $2,600,000,000.

Americas Mining Corporation, an affiliate of Grupo Mexico SAB de CV, submitted a reorganization plan to retain its equity interest in ASARCO LLC, by offering full payment to ASARCO's creditors in connection with ASARCO's Chapter 11 case. AMC would provide up to $2.7 billion in cash as well as a $440 million guarantee to assure payment of all allowed creditor claims, including payment of liabilities relating to asbestos and environmental claims. AMC's plan is premised on the estimation of the approximate allowed amount of the claims against ASARCO.

ASPEN EXECUTIVE: To File Plan, Disclosure Statement By Sept. 23---------------------------------------------------------------Bloomberg News reports that Aspen Executive Air, LLC, has promised the U.S. Bankruptcy Court for the District of Delaware that it will file a proposed Chapter 11 plan and explanatory disclosure statement "well in advance" of a Sept. 23 hearing, where it will ask for an extension of the exclusive right to propose a plan.

The Debtor says it has "substantially finalized" the Plan documents, the report specifies. The assets were sold earlier this year to an insider named John P. Calamos who was to invest in Pinnacle Air LLC, become Pinnacle's controlling shareholder, and have Pinnacle buy Aspen's assets, the report notes.

In addition, Fitch maintains the $5.7 million class A-4 at 'C/DR2'. Classes A-1A, A-1B, and A2 have paid in full. A-5 and A-6 have been reduced to zero due to realized losses. Fitch does not rate classes B-1 and B-1H.

The affirmations are the result of the continued performance under the terms of the defeasance. Class A-4 remains at 'C/DR2' due to already incurred realized losses.

AVISTAR COMM: Signs Licensed Works & Patent License Pacts With IBM------------------------------------------------------------------On September 8, 2008, Avistar Communications Corporation entered into a Licensed Works Agreement and a Statement of Work Agreement and on September 9, 2008, Avistar entered into a Patent License Agreement with International Business Machines Corporation.

Avistar agreed to integrate its bandwidth management technology and related IP into future Lotus Unified Communications offerings. An initial cash payment of $3 million will be made by IBM to Avistar within 60 days of the Agreement's execution, followed by two additional non-refundable payments of $1.5 million, each associated with scheduled phases of delivery. IBM has agreed to make future royalty payments to Avistar of two percent of the world-wide net revenue derived by IBM from Lotus Unified Communications products sold, and maintenance payments from existing customers, which incorporate Avistar's technology after an initial threshold of revenue is recorded by IBM.

The Agreements have a five-year term and are non-cancelable except for material default by either party. The Agreements also convey to IBM a non-exclusive world-wide license to Avistar's patent portfolio existing at the time of the Agreements and for all subsequent patents issued with an effective filing date of up to five years from the date of the Agreements' execution, and a release for any and all claims of past infringement.

The Troubled Company Reporter reported on July 28, 2008, that at June 30, 2008, the company's consolidated balance sheet showed $10.2 million in total assets and $25.0 million in totalliabilities, resulting in a $14.8 million stockholders' deficit. The company's consolidated balance sheet at June 30, 2008, alsoshowed strained liquidity with $9.0 million in total currentassets available to pay $16.0 million in total currentliabilities. The company reported a net loss of $1.6 million for the second quarter ended June 30, 2008, as compared to net income of $388,000 in the same period last year.

BAKERS FOOTWEAR: Posts $2.2 Million Net Loss in Qtr. Ended Aug. 2-----------------------------------------------------------------Bakers Footwear Group Inc. delivered its Form 10-Q to the Securities and Exchange Commission on Sept. 10, 2008. The company posted a net loss of $2,261,710 for the 13 weeks ended Aug. 2, 2008, on net sales of $43,568,099.

As of Aug. 2, 2008, the company's balance sheet showed total assets of $65,466,041, total liabilities of $47,459,802, and total shareholders' equity of $18,006,239.

The company disclosed that as of September 5, 2008, it was in compliance with all of its financial and other covenants and expects to remain in compliance throughout fiscal year 2008 based on the expected execution of its business plan.

The company's business plan for the remainder of fiscal year 2008 is based on moderate increases in comparable store sales through the remainder of the year. The business plan also reflects improved inventory management with a greater emphasis on core lines and on focused promotional activity. This increased focus on inventory should improve overall gross margin performance compared to fiscal year 2007. The company has adjusted its business plan in light of year-to-date sales and its current liquidity position and has taken actions considered necessary to maintain adequate liquidity and meet the financial covenants under debt agreements. However, there is no assurance that the Company will meet the sales or margin levels contemplated in the business plan.

The company's $7.5 million three-year subordinated secured term loan includes certain financial covenants which require it to maintain specified levels of adjusted EBITDA and tangible net worth each fiscal quarter and provides for annual limits on capital expenditures. The company met all financial covenants as of the end of the second quarter of fiscal year 2008. The minimum adjusted EBITDA covenant for the first quarter of fiscal year 2008 was reduced as part of the amendment made on May 9, 2008 in order to maintain compliance at May 3, 2008.

Based in St. Louis, Mo., Bakers Footwear Group Inc. (Nasdaq: BKRS)-- http://www.bakersshoes.com/-- is a national, mall-based, specialty retailer of distinctive footwear and accessories foryoung women. The company's merchandise includes private label andnational brand dress, casual and sport shoes, boots, sandals andaccessories. The company currently operates over 240 storesnationwide.

At May 3, 2008, the company's balance sheet showed $71.4 millionin total assets, $51.4 million in total liabilities, and roughly$20.0 million in total stockholders' equity.

Going Concern Doubt

Ernst & Young LLP, in St. Louis, Missouri, expressed substantialdoubt about Bakers Footwear Group Inc.'s ability to continue as agoing concern after auditing the company's financial statementsfor the years ended Feb. 2, 2008, and Feb. 3, 2007. The auditing firm reported that the company has incurred substantial losses from operations in recent years. In addition, the company is dependent on its various debt agreements to fund its working capital needs. The debt agreements contain certain financial covenants with which the company must comply, and compliance cannot be assured.

BEAZER HOMES: Citigroup Discloses 3.8% Equity Stake---------------------------------------------------Pursuant to the restructuring of Old Lane Partners, LLC, a Citigroup Inc. subsidiary, on June 12, 2008, and effected on June 26, 2008, Citigroup filed a Schedule 13G with the Securities and Exchange Commission to reflect securities beneficially owned by both Citigroup and Old Lane in Beazer Homes USA, Inc.

Citigroup discloses that it may be deemed to beneficially own shares of Beazer Homes' common stock, which represents approximately 3.8% of the outstanding shares:

According to Riqueza V. Feaster, assistant secretary for the three Citigroup companies, the number of shares owned assumes conversion and exercise of certain securities held. As to the Shares owned by Citigroup Inc., Riqueza Feaster said those include shares held by Citigroup Financial Products and Citigroup Global Markets Holdings.

As disclosed in the Troubled Company Reporter on June 12, 2008,Fitch Ratings downgraded Beazer Homes USA Inc.'s Issuer DefaultRating to 'B' from 'B+'; Secured revolving credit facility to 'BB-/RR1' from 'BB/RR1'; Senior notes to 'B-/RR5' from 'B/RR5';Convertible senior notes to 'B-/RR5' from 'B/RR5'; and Juniorsubordinated debt to 'CCC/RR6' from 'CCC+/RR6'.

BERKELEY PREMIUM: Files for Chapter 11 Bankruptcy in Ohio---------------------------------------------------------Erik Larson of Bloomberg News relates that Berkeley Premium Nutraceuticals, Inc., filed for Chapter 11 bankruptcy protection on September 16, 2008, with the U.S. Bankruptcy Court for the Southern District of Ohio (Case No. 08-15012), blaming a $474.5 million penalty in a criminal case.

Eleven of the Debtor's executives, including its owner, Steven Warshak, have been convicted or pleaded guilty since thegovernment began investigating it in 2004, the report specifies. The company asked the bankruptcy court to name a trustee to take over its management, says the report.

The government accused the Debtor and its executives of making false medical claims about products, lying about money-back guarantees and creating a fictitious customer-care director, ensuring complaints would be ignored, the report claims.

A jury on Feb. 22 found the Debtor guilty of bank fraud and mail fraud for wrongfully taking million of dollars from customers by charging credit cards without permission and sending products that weren't ordered, the report recalls.

Criminal Penalty

A Cincinnati, Ohio federal court on Aug. 22 issued a forfeiture judgment of $459.5 million plus a criminal penalty of $15 million against the Debtor, the report says, citing court papers.

Mr. Warshak was sentenced on Aug. 27 by the federal court to 25 years in prison on four counts and ordered to forfeit $44.8 million in profit from money-laundering, the report says. Hismother, Harriet Warshak, was sentenced to two years in prison forher role as director of Berkeley Premium's credit department, according to the report.

The Debtor's in-house lawyer, Paul Kellogg, Esq., was sentenced on Aug. 29 to one year and one day in prison, the report continues. Other executives received sentences of 12 to 13 months, the report says court records show.

BKF CAPITAL: Catalyst Fund Appoints Directors to Board------------------------------------------------------BKF Capital Group, Inc. disclosed in a Securities and Exchange Commission filing on Aug. 27, 2008, that it entered into an agreement with Catalyst Fund, L.P. which owns approximately 47.5% of the Company's outstanding common stock, Catalyst's Fund Manager, Steven N. Bronson, and each of its current directors and officers.

Under the terms of the Agreement, the Board of Directors and management of the Company retired on Sept. 8, 2008, with the current Board being replaced with directors designated by Catalyst.

The Agreement requires for at least a two-year period that a majority of the Board be comprised of directors who are independent of both the Company and Catalyst and that all transactions and relationships between the Company and Catalyst or its affiliates, and all other major transactions, be on an arm's-length basis and be approved by the Company's independent directors.

The new directors will take office after distribution of certain information to stockholders, as required under the federal securities laws. These directors include:

-- Mr. Bronson, who is expected to be elected as chairman and chief executive officer to succeed Harvey Bazaar;

-- John A. Brunjes, a corporate and securities lawyer and a partner in the law firm of Bracewell & Giuliani; and

-- Leonard Hagan, a certified public accountant and a principal in the firm of Hagan & Burns CPA's PC.

Going Concern Doubt

As reported in the Troubled Company Reporter on March 18, 2008,Holtz Rubenstein Reminick LLP, in New York, expressed substantial doubt about BKF Capital Group Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the year ended Dec. 31, 2007.

The auditing firm stated that the company experienced a total loss of assets under management and as a result the company has had a significant decline in revenues in 2007 and no longer has an operating business.

The company continues to evaluate strategic alternatives: either commence a new business or liquidate. Historically, the company has funded its cash and liquidity needs through cash generated from operations; however, in light of the above, the company expects that cash generated from current operations will not be sufficient to fund operations and that the company will use its existing working capital to fund operations.

About BKF Capital

New York City-based BKF Capital Group Inc. (OTHER OTC: BKFG.PK)does not have significant operations. Previously, the company was engaged in the provision of investment advisory and assetmanagement services in the United States.

BON-TON STORES: Files Form 10-Q With SEC----------------------------------------The Bon-Ton Stores, Inc., delivered its Form 10-Q, containing financial statements for the three months ended August 2, 2008, to the Securities and Exchange Commission on September 10, 2008. A full-text copy of the company's Form 10-Q is available for free at http://researcharchives.com/t/s?3217

The Troubled Company Reporter reported on Aug. 28, 2008, that for the 13-week period ended Aug. 2, 2008, the company reported a net loss of $33.8 million, including a $17.8 million non-cash pre-tax goodwill impairment charge, compared with a net loss of $15.0 million for the thirteen-week period ended Aug. 4, 2007.

For the 26-week period ended Aug. 2, 2008, the company reported a net loss of $67.9 million compared with a net loss of $44.3 million for the comparable period last year.

York, Pennsylvania-based The Bon Ton Stores Inc. (Nasdaq: BONT) --http://www.bonton.com/-- operates 280 department stores, which includes 11 furniture galleries, in 23 states in the Northeast,Midwest and upper Great Plains under the Bon-Ton, Bergner's,Boston Store, Carson Pirie Scott, Elder-Beerman, Herberger's andYounkers nameplates and, under the Parisian nameplate, threestores in the Detroit, Michigan area. The stores offer a broadassortment of brand-name fashion apparel and accessories forwomen, men and children, as well as cosmetics and homefurnishings.

* * *

Moody's Investors Service placed The Bon-Ton Stores Inc.'s seniorunsecured debt rating at Caa1 in February 2008. The rating stillholds to date with a stable outlook.

BOOM DRILLING: Court Okays Payment of Pre-Bankruptcy Wages----------------------------------------------------------The Hon. Richard L. Bohanon of the U.S. Bankruptcy Court for the Western District of Oklahoman approved Boom Drilling Inc.'s request to pay wages due to its employees, Marie Price of The Journal Record reported Tuesday.

Judge Bohanon allowed the Debtor to pay pre-bankruptcy wages and benefits for the period Aug. 27 to Sept. 2, up to $390,000, with no payment for any individual worker to exceed $10,950. Wage payments do not include bonuses, commissioners or severance.

Boom may also pay pre-petition out-of-pocket business expenses for all employees, not to exceed a total of $5,000, up to $89,950 for health, workers' compensation and other types of insurance and $4,500 in employer/employee 401(k) contributions, Ms. Price disclosed.

The Court also approved the request of Laurus Master Fund, Ltd., to examine a representative of Boom Drilling, directing the bankrupt company to produce certain documents and allowing Laurus to inspect certain collateral.

Laurus is owed $77 million, making it the Debtor's largest listed creditor.

Ms. Price, citing information provided by the company's attorney, says that Boom Drilling is currently valued at between $120 million and $140 million, and has between $86 million and $97 million in liabilities.

The $77 million claim by Laurus Master Fund was for acquisition of equipment such as oil rigs and for refinancing other equipment. Boom is contesting the amount claimed by Laurus, including the validity of liens granted to secure repayment.

In its Chapter 11 filings, Boom Drilling listed about 144 total creditors, including $3.7 million in payroll taxes owed to the Internal Revenue Service in Philadelphia.

About Boom Drilling

Headquartered in Woodward, Oklahoma, Boom Drilling Inc. -- http://www.boomdrilling.com/-- owns and operates 12 oil and gas drilling rigs together with associated parts, components and drilling related equipment. It has approximately 400 employees. The company and its affiliates filed for Chapter 11 protection on Sept. 8, 2008 (Bankr. W.D. Okla. Lead Case No. 08-13941). Stephen J. Moriarty, Esq., at Andrews Davis, PC, represents the Debtors in their restructuring efforts. When the Debtor filed for protection from its creditors, it listed assets of between $100 million and $500 million, and debts of between $50 million and $100 million.

BOSCOV'S INC: Can Hire Jones Day as Lead Bankruptcy Counsel-----------------------------------------------------------The U.S. Bankruptcy Court for the District of Delaware authorized Boscov's Inc. and its affiliated debtors to employ Jones Day as their counsel.

As reported in the Troubled Company Reporter on Aug. 13, 2008,Jones Day is expected to:

(a) advise the Debtors of their rights, powers and duties in continuing to operate and manage their respective businesses and properties under Chapter 11 of the Bankruptcy Code;

(b) prepare on behalf of the Debtors all necessary and appropriate applications, motions, draft orders, other pleadings, notices, schedules and other documents, and reviewing all financial and other reports to be filed in the Chapter 11 cases;

(c) advise the Debtors concerning, and prepare responses to, applications, motions, other pleadings, notices and other papers that may be filed by other parties;

(d) advise the Debtors with respect to, and assist in the negotiation and documentation of, financing agreements and related transactions;

(e) review the nature and validity of any liens asserted against the Debtors' property and advise the Debtors concerning the enforceability of the liens;

(f) advise the Debtors regarding their ability to initiate actions to collect and recover property for the benefit of their estates;

(g) advise the Debtors in connection with the formulation, negotiation and promulgation of a plan or plans of reorganization and related transactional documents;

(h) advise and assist the Debtors in connection with any asset sales and potential property dispositions;

(j) assist the Debtors in reviewing, estimating and resolving claims asserted against the Debtors' estates;

(k) commence and conduct litigation necessary and appropriate to assert rights held by the Debtors, protect assets of the Debtors' Chapter 11 estates or otherwise further the goal of completing the Debtors' successful reorganization;

(l) provide non-bankruptcy services for the Debtors to the extent requested by the Debtors; and

(m) perform all other necessary and appropriate legal services in connection with the Chapter 11 cases for or on behalf of the Debtors.

The Debtors will pay Jones Day and its professionals according to their customary hourly rates. The Debtors anticipate that the Jones Day professionals will take the lead in the Debtors'Chapter 11 cases:

The Debtors will also reimburse Jones Day for any necessary out-of-pocket expenses it incurs.

Brad B. Erens, Esq., a partner at Jones Day, in Chicago, Illinois, related in an affidavit filed with the Court that his firm do not sue current clients in connection with representing a debtor in a chapter case. He said that if the Debtors file a lawsuit against a party-in-interest in their Chapter 11 cases who is a current Jones Day client, the Debtors must retain another professional or conflict counsel. Mr. Erens told the Court that the Debtors have no current plans to sue a party-in-interest in their cases that is a current Jones Day client.

Mr. Erens further informed that Jones Day holds $420,000 as remaining amount from the retainer it received from the Debtor. The amount will be deemed converted into an evergreen retainer for purposes of the Debtors' Chapter 11 cases that constitute property of the Debtors' estates.

Mr. Erens, a partner at Jones Day, assured the Court that hisfirm is a "disinterested person" as that term is defined inSection 101(14) of the Bankruptcy Code, as modified by Section1107(b). He adds that his firm does not represent any interestadverse to the Debtors, their estates, and their creditors.

Boscov's listed assets of $538 million and liabilities of $479 million in its bankruptcy filing. (Boscov's Bankruptcy News; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000)

BOSCOV'S INC: Can Hire Richards Layton as Bankruptcy Co-Counsel---------------------------------------------------------------The U.S. Bankruptcy Court for the District of Delaware authorized Boscov's Inc. and its affiliated debtors to employ Richards Layton & Finger P.A., as their co-counsel.

As reported in the Troubled Company Reporter on Aug. 18, 2008, Richards Layton is expected to:

(a) advise the Debtors of their rights, powers and duties as debtors and debtors-in-possession in the continued operation of their business and management of their properties;

(b) take all necessary action to protect and preserve the Debtors' estates, including the prosecution of actions on the Debtors' behalf, the defense of any actions commenced against the Debtors, the negotiation of disputes in which the Debtors are involved, and the preparation of objections to claims filed against the Debtors' estates;

(c) prepare on behalf of the Debtors all necessary motions, applications, answers, orders, reports and papers in connection with the administration of their estates;

(d) attend meetings and negotiations with representatives of creditors, equity holders, prospective investors or acquirers, and other parties-in-interest;

(e) appear before the Court, any appellate court and the Office of the U.S. Trustee to protect the interests of the Debtors;

(f) pursue approval of confirmation of a plan of reorganization and approval of the corresponding solicitation procedures and disclosure statement; and

(g) perform all other necessary legal services in connection with the Debtors' Chapter 11 cases.

The Debtors will pay Richards Layton according to its customaryhourly rates. The Debtors anticipate these professionals to take a lead in the bankruptcy cases:

The Debtors will also reimburse Richards Layton for any necessary out-of-pocket expenses.

In an affidavit filed with the Court, Daniel J. DeFranceschi, Esq., a director at Richards Layton, in Wilmington, Delaware, said applicable laws or rules of ethics may prevent his firm from being adverse to certain parties-in-interest in the Debtors' cases based on the firm's past or current representation of those parties-in-interest. His firm does not maintain a separate policy in making these determinations, Mr. DeFranceschi said.

Mr. DeFranceschi assured the Court that his firm does not represent any interest adverse to the Debtors or their estates, and is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code.

David G. Heiman, Esq., and Thomas A. Wilson, Esq., at Jones Day, serve as the Debtors' lead counsel. The Debtors' financial advisor is Capstone Advisory Group and their investment banker is Lehman Brothers Inc. The Debtors' claims agent is Kurtzman Carson Consultants L.L.C.

Boscov's listed assets of $538 million and liabilities of $479 million in its bankruptcy filing. (Boscov's Bankruptcy News; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000)

BOSCOV'S INC: Court Extends Lease Decision Period Until March 2---------------------------------------------------------------The U.S. Bankruptcy Court for the District of Delaware extended until March 2, 2009, the period within which Boscov's Inc. and its affiliated debtors may decide to assume or reject their real property leases.

The Debtors, however, are required to decide on Dec. 2, 2008, whether to assume or reject their leases with:

-- PR Financing Limited Partnership at the North Hanover Mall, at 1155 Carlisle Street, in Hanover, York County, Pennsylvania, without prejudice to the Debtors' right to ask for an extension to decide on the two leases.

As reported in the Troubled Company Reporter on Aug. 21, 2008, the Debtors assured the Court that they will perform all undisputed postpetition lease obligations pursuant to Section 365(d)(3).

David G. Heiman, Esq., and Thomas A. Wilson, Esq., at Jones Day, serve as the Debtors' lead counsel. The Debtors' financial advisor is Capstone Advisory Group and their investment banker is Lehman Brothers Inc. The Debtors' claims agent is Kurtzman Carson Consultants L.L.C.

Boscov's listed assets of $538 million and liabilities of $479 million in its bankruptcy filing. (Boscov's Bankruptcy News; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000)

CANADIAN TRUST: Investor Arranges $85MM Loan Facility with HSBC--------------------------------------------------------------Redcorp Ventures Ltd., an ABCP investor, disclosed in a press statement that it has arranged an $85 million non-revolving loan facility with HSBC Bank Canada, which will be secured as a first charge against, and applied against the redemption of, new long term notes expected to be issued to Redcorp in replacement of its existing $91.4 million ABCP notes pursuant to the court approved proposal of the Pan-Canadian Investors Committee for Third-Party Structured ABCP Investments. Once issued, the Loan may be repaid at any time by Redcorp and will be due in any event on December 20, 2016. The Loan will bear interest at HSBC Bank Canada's prime rate per annum.

Advance of the Loan is subject to satisfaction of a number of conditions, including:

(a) Written confirmation of a final determination by the Supreme Court of Canada, or refusal of leave to appeal, permitting the issuance of the New Notes;

(b) A release by Redcorp of all claims against HSBC Bank Canada in relation to Redcorp's acquisition of the Investments; and

(c) Confirmation that Redcorp has obtained all necessary approvals and consents required under the Note Indenture dated as of July 10, 2007, between Redcorp and CIBC Mellon, as note trustee, with respect to the Loan and the execution and delivery of the security in favor of HSBC Bank Canada.

The $85 million Facility, on the satisfaction of the conditions precedent, will replace the previous $64 million loan facility from HSBC Bank Canada, announced on April 21, 2008, and provide Redcorp with access to an additional $21 million of funding.

As reported by the Troubled Company Reporter on March 18, 2008,Justice Colin Campbell of the Ontario Superior Court of Justicegranted an application filed on March 17 by The Pan-CanadianInvestors Committee for Third-Party Structured ABCP under theprovisions of the Companies' Creditors Arrangement Act. The Committee asked the Court to call a meeting of ABCP noteholders to vote on a plan to restructure 20 trusts affecting C$32 billion of notes. The trusts were covered by the Montreal Accord, an agreement entered by international banks and institutional investors on Aug. 16, 2007 to work out a solution for the ABCP crisis in Canada. Justice Campbell appointed Ernst & Young, Inc., as the Applicants' monitor, on March 17, 2008.

CANADIAN TRUST: Noteholders Appeal Plan Order to High Court-----------------------------------------------------------About 21 noteholders asked the Supreme Court of Canada on Sept. 2, 2008, to grant them leave to take an appeal from a judgment of the Court of Appeal for Ontario dated Aug. 18, 2008. The Court of Appeal upheld an order issued by the Superior Court of Justice (Commercial List) for the Province of Ontario, sanctioning the Plan of Compromise & Arrangement proposed by the Pan-Canadian Investors Committee for Third Party Structured Asset Backed Commercial Paper.

Supreme Court Justices Louis LeBel, Morris Fish, and Louise Charron will consider whether the Appellants may appeal to the high court, the National Post reported.

All of the Appellants pointed out that the Ontario Court of Appeal's decision is in direct conflict with a decision issued by the Quebec Court of Appeal in Michaud v. Steinberg, [1993] RJ.Q. 1684, 1993 CarswellQue 2055, Quebec Court of Appeal, which stated that immunity was illegal. In allowing the ABCP restructuring to go ahead, the Ontario Court of Appeal held that the Quebec Court was wrong.

The Appellants, according to Reuters, own more than C$600 million of Affected ABCP and have various reasons for filing the Supreme Court Appeal:

-- the CCAA provides Canadian courts with jurisdiction to confiscate substantive civil rights which creditors have against solvent third parties, and which are independent of their claims against the insolvent debtor? In the affirmative, what rules govern the exercise of the jurisdiction?

-- the Constitution Act, specifically Sections 91(21) and 92(13), allow for an interpretation of the CCAA validating broad releases extinguishing rights of creditors against solvent third parties?

-- the Plan is fair and reasonable with regard to Ironstone Trust Noteholders and Air Jazz, given the total absence of any proof of benefit for the Noteholders under the Plan?

It is imperative that the Supreme Court clarify the law concerning these important issues because of their importance and the very significant impact their resolution will have on the Canadian economy, Jean Coutu, et al., stated. This presents an opportunity for the Supreme Court to put an end to conflicting jurisprudence originating from competing decisions of provincial appellate courts, particularly in light of the Ontario Court of Appeal's Judgment which contains palpable and overriding errors of law and facts that warrant intervention, the Appellants said.

B. Ivanhoe Mines

Ivanhoe Mines wants the Supreme Court to determine the same contentions as pointed out by Jean Coutu, et al. Also, Ivanhoe Mines asks the Supreme Court to specifically review whether a "plan that offends public policy [can] be sanctioned by Canadian courts as fair and reasonable."

Ivanhoe Mines complained that the ABCP Plan confiscated its "rights to property," referring to a possible lawsuit it may file against Bank of Montreal and HSBC Bank of Canada, the Financial Post reported. Bank of Montreal and HSBC Bank which sold Ivanhoe Mines the commercial paper.

C. Webtech Wireless

Webtech Wireless and Wynn Capital ask the Supreme Court to review whether the Ontario Court of Appeal erred in holding that the CCAA permits the Applicants to expropriate the claims of WebTech and WCCI against them, including claims based on misrepresentations, whether negligent or fraudulent.

Webtech Wireless and Wynn Capital insisted that (i) the CCAA does not permit compromises of claims of creditors against solvent third parties based on direct misrepresentations to those creditors, and (ii) no attempt was made, and no evidence exists, to measure the relative contributions of the parties to, and hence the fairness and reasonableness of, the restructuring plan in issue.

D. Hy Bloom

Hy Bloom and Cardacian Mortgage echoed the rest of the Appellants' statements. The decision of the Ontario Court of Appeal will create a dichotomy in bankruptcy and insolvency law and practice between, at a minimum, the provinces of Quebec and Ontario; lead to acute uncertainty on a national scale as to the security of commercial transaction and relationships; and open the door to abuse of the CCAA mechanism designed solely for insolvent debtor companies, Hy Bloom and Cardacian Mortgage argued.

E. Jura Energy and Sabre Energy

Jura Energy and Sabre Energy take the same position as Ivanhoe Mines and Jean Coutu, et al.

Sabre Energy stated that the decisions of the lower courts conflict with the Quebec Court of Appeal, "which remains good and binding law in the province of Quebec." Canadians should not be subject to vastly different rights pursuant to a federal statute, depending upon where a debtor company is headquartered, Sabre Energy maintained.

As reported by the Troubled Company Reporter on March 18, 2008,Justice Colin Campbell of the Ontario Superior Court of Justicegranted an application filed on March 17 by The Pan-CanadianInvestors Committee for Third-Party Structured ABCP under theprovisions of the Companies' Creditors Arrangement Act. The Committee asked the Court to call a meeting of ABCP noteholders to vote on a plan to restructure 20 trusts affecting C$32 billion of notes. The trusts were covered by the Montreal Accord, an agreement entered by international banks and institutional investors on Aug. 16, 2007 to work out a solution for the ABCP crisis in Canada. Justice Campbell appointed Ernst & Young, Inc., as the Applicants' monitor, on March 17, 2008.

CANADIAN TRUST: Panel Says Appeal Unimportant for Supreme Court---------------------------------------------------------------Investors represented on the Pan-Canadian Investors Committee for Third-Party Structured Asset-Backed Commercial Paper do not agree that the points that ABCP noteholders seek to raise in an appeal to defeat or obstruct the ABCP restructuring are of sufficient importance to warrant the Supreme Court of Canada's attention.

As reported in today's Troubled Company Reporter, about 21 noteholders asked the Supreme Court for leave to take an appeal from a judgment of the Court of Appeal for Ontario dated Aug. 18, 2008. The Court of Appeal upheld an order issued by the Superior Court of Justice (Commercial List) for the Province of Ontario, sanctioning the Plan of Compromise & Arrangement proposed by the Applicants.

Should the Supreme Court decide to grant the Appellants leave to appeal, the Pan-Canadian Committee asks the Supreme Court to proceed on an agreed-upon, accelerated timetable. The Pan-Canadian Committee urges the Supreme Court to set September 22 as the hearing date to consider the Appeal.

The Applicants agree with the Noteholders that the restructuring, if successful, is important to Noteholders and will have important effects for Canadian capital markets.

However, the Applicants remind the Appellants that recent decisions of the Supreme Court completely settle the proper principles of statutory interpretation to be applied to the question of whether the CCAA permits a plan of compromise and arrangement to include releases of claims against third parties, where those claims are related to the restructuring. The Court of Appeal followed those principles in determining that it does, the Applicants maintain. The Applicants also point out that in erroneously suggesting other principles should have been used, the Appellants raised no issue of national importance.

In asking the Supreme Court to review the question of whether the Plan including the releases is fair and reasonable, the Appellants are simply asking the Supreme Court to review anexercise of discretion by Mr. Justice Campbell which was appropriately entitled to deference and was upheld by the Court of Appeal, the Applicants elaborate. "This is a fact-specific inquiry which raises no issues of national importance and is of no precedent value," the Applicants say.

The Applicants argue that in Michaud v. Steinberg, the case was decided by the Quebec Court of Appeal without reference to a seminal 1976 decision of the Supreme Court. Steinberg pre-dates recent leading cases on statutory interpretation, the Applicants aver. Third party releases have been commonly found in CCAA plans and have been approved by courts of various provinces over the last eight years, they point out. The principles that lead to this conclusion are grounded in jurisprudence settled by the Supreme Court and applied in this case by the Ontario Court of Appeal, the Applicants note. Accordingly, there is no remaining uncertainty in the law which needs to be settled, the Applicants maintain.

The Applicants complain to the extent that the Appellants seek to mischaracterize the Noteholders' compromise, the quid pro quo of the Plan, as "confiscation." The Applicants reiterate that they, together with 96% of affected Noteholders who support the Plan are making the same compromise. "They are all giving up their rights to sue in order to obtain the benefits of the Plan. The majority is not confiscating anything from the reluctant few. They will all suffer the same prejudice -- the fact that restructured notes will likely trade at a discount and no Noteholder will be able to sue parties referred to in the Plan to try to make up the difference."

The Applicants aver that the interpretation arrived at by the Ontario Court of Appeal was consistent with the purpose of the CCAA. "The ability to include third party releases in a compromise or arrangement encourages third parties to contribute to restructurings to make them possible, and enhances the ability to have a comprehensive resolution with the debtor by encompassing the resolution of related claims by creditors against third parties including those who may claim-over against the debtor."

Constitutional law issues cannot be raised, the Applicants add. They emphasize that the Court of Appeal has stated that if the CCAA "encompasses the authority to sanction a plan containing third party releases . . . the provisions of the CCAA, as valid federal legislation, are paramount over provincial legislation".

One of the Appellants' contention is that the Applicants bought the votes of certain Noteholders to reflect that 96% the Noteholders approved the Plan. The Pan-Canadian Committee denies the Appellants' assertions. "These challenges to findings of fact do not raise issues of national importance," the Applicants said.

The Ad Hoc Committee of Holders of Non-Bank Sponsored Asset-Backed Commercial Paper and the Ad Hoc Committee of Retail Noteholders support the Applicants' arguments.

-- the evidentiary record before the CCAA court; -- the arguments of those supporting the Plan; or -- the actual decision of the Ontario Court of Appeal, including its analysis and the cases it considered.

The Asset Providers are the secured creditors of the Applicants.

"The criticism of the CCAA Judge and the [Ontario Court of Appeal] for use of the term Third Party ABCP market is unfair," the Asset Providers contend. "That term is a compendious short form for the problem to be solved - the multi-party andinterrelated contracts that exist between the Issuer Trustee debtors, Noteholders, Liquidity Providers, Asset Providers, Sponsors, Conduits, ABCP Dealers, Satellite Trusts, IndentureTrustees and others - in which contractual market the Issuer Trustee debtors occupy a central place."

"The reality of the complexity of the relationships that exist with the debtors that need to be addressed in the contractual alternative is the correct starting point for designing the Plan and for analyzing it," the Asset Providers maintain.

The Asset Providers note that the Appellants have hypothesized a potential for abuse -- that an interpretation of the CCAA that permits an arrangement to include third party releases would allow a Plan to be constructed artificially involving an insolvent debtor but really designed to do something else for solvent persons. "Th[at] argument is not tenable," the Asset Providers dispute. "An attempt at artificiality would not pass the 'fair and reasonable' review by the supervising judge on the particular facts of any case."

All Noteholders are treated equally in the Plan qua Noteholders, the Asset Providers assert. The Plan, they add, is the option designed to fix the problems of the debtors that impact all the participants in the Third Party ABCP Market.

In contrast, the Asset Providers argue, the real complaint of the Appellants is, as it always is, essentially that they want a better deal for themselves.

The Asset Providers support all of the arguments presented by the Applicants.

Canadian Banks Support Applicants

Canadian Banks Bank of Montreal, Canadian Imperial Bank of Commerce, Royal Bank of Canada, the Bank of Nova Scotia, and The Toronto-Dominion Bank noted that Mr. Justice Campbell and the Court of Appeal panel composed of Honourable Justices Robert A. Blair, J.I. Laskin, and E.A. Cronk have extensive expertise and experience in CCAA matters.

The Canadian Banks reiterate that they will make an essential and voluntary contribution to the ABCP restructuring. Specifically, they will contribute financing by participating as lenders in a marginal funding facility, which is a critical element of the Plan. The MF Facility provides additional collateral needed to facilitate the plan.

The Canadian Banks explain that if they do not provide the MF Facility, the ABCP Plan would not be viable and the restructuring of the ABCP market would not be possible.

The Canadian Banks say that, as Mr. Justice Blair has noted, the financing they proposed through the MF Facility is at below-market rates. In exchange for the voluntary contribution, the Plan provides for the release of the Canadian Banks from potential claims in respect of the ABCP market. "The other parties who would be released have similarly made essential contributions to the Plan," the Canadian Banks aver.

The Canadian Banks contend that the Appellants' issues do not warrant a Supreme Court Appeal. The Canadian Banks support the position of the Applicants.

Supreme Court Appeal is Warranted, Appellants Maintain

Representing Jean Coutu, et al., James A. Wood, Esq., at Woods, LLP, in Montreal, Quebec, insists that the Supreme Court Appeal raises issues of public and national importance, which will impact on many Canadian companies, individuals, debtors, creditors, and investors, as well as numerous other participants in the Canadian investment and business community.

Mr. Woods argues that not only are the issues concerning the Supreme Court Appeal important, but the scope of the challenge to the Plan, with aggrieved Appellants coming from, among other provinces, Nova Scotia (Jazz Air), Quebec (Jean Coutu, et al.), Alberta (Sabre Energy and Jura Energy) and British Columbia (Ivanhoe Mines, Webtech Wireless and Wynn Capital) and represented by law firms from across the country, is an unequivocal demonstration of the national importance of the appropriate resolution of the issues on Appeal. "These issues cannot be left to the sole determination of the Ontario courts basing themselves on a self-attributed unlimited jurisdiction under the CCAA," Mr. Woods emphasizes.

With respect to the constitutional aspects of the case, Mr. Woods says, the Applicants seem to have misunderstood the Appellants' argument which relies on those principles as an interpretive guide -- and not an effort to strike down some provision of the CCAA.

Mr. Woods also notes that the Applicants make no attempt to deal with the unchallenged evidence of Jazz and the Iron Trust Noteholders that the Plan provides no benefit, while requiring them to forfeit their claims against solvent Third Parties.

The Pan-Canadian Committee's statement that Appellants are not suffering confiscation of their rights since the Appellants are simply making the same compromise as the other 96% of Noteholders with respect to the release of their claims against solvent Third Parties is patently wrong, Mr. Woods contends.

In contrast to the claims all Noteholders have against the Conduits which have some commonality, Mr. Woods says, the claims the Appellants have against solvent Third Parties are unique to them and depend on the specific circumstances surrounding their relationships with the Third Parties, including the nature and content of the representations made, contractual and fiduciary obligations of ABCP Dealers, gross negligence, fraud and the like. "The extent of the Appellants' Third Party claims, indeed their very existence, varies from one Noteholder to another," Mr. Woods clarifies.

Restructuring Delay

In Toronto, Federal Finance Minister Jim Flaherty expressed his concerns about the delays on the ABCP restructuring, Tara Perkins at ReportonBusiness.com disclosed. "Delays are always a concern because the investors, I'm sure, want to have their assets become liquid again," Mr. Flaherty told Ms. Perkins.

According to the report, Mr. Flaherty commended Purdy Crawford, chairman of the Pan-Canadian Committee, for "leading the way on a plan that did not require public funds to resolve the issue."

Accountants across Canada are awaiting the Supreme Court's decision on whether to allow the Appellants to appeal, Ken Mark of The Bottom Line related in a separate report.

"With the likelihood of further legal proceedings, auditors will have to soldier on trying to use appropriate methods of valuating such investments as they have in the past year," says Peter Martin, a Toronto-based director of accounting standards for the Canadian Institute of Chartered Accountants, told The Bottom Line. "It has been a difficult time establishing fair value for ABCP investments without a functioning market setting prices. What they need to do is to continue applying the existing standards in the CICA handbook."

Meanwhile, Ontario-based independent financial analyst Diane Urquhart told Mr. Mark that had the Canadian banks originally taken back the ABCP investments they sold there would never had been a massive restructuring problem. "Based on my research, they would have taken as much as a 25 per cent hit to their balance sheets," Mr. Mark quoted Ms. Urquhart, as saying. "But they still would have been able to handle it. They all had the balance sheet capacity to accept substantial losses. No bank would have needed to be bailed out."

As reported by the Troubled Company Reporter on March 18, 2008,Justice Colin Campbell of the Ontario Superior Court of Justicegranted an application filed on March 17 by The Pan-CanadianInvestors Committee for Third-Party Structured ABCP under theprovisions of the Companies' Creditors Arrangement Act. TheCommittee asked the Court to call a meeting of ABCP noteholders to vote on a plan to restructure 20 trusts affecting C$32 billion of notes. The trusts were covered by the Montreal Accord, an agreement entered by international banks and institutional investors on Aug. 16, 2007 to work out a solution for the ABCP crisis in Canada. Justice Campbell appointed Ernst & Young, Inc., as the Applicants' monitor, on March 17, 2008.

The Ontario Superior Court of Justice sanctioned the Second Amended Plan of Compromise and Arrangement proposed by the Investors represented the Pan-Canadian Investors Committee for Third Party Structured Asset Backed Commercial Paper on June 5, 2008.

CANADIAN TRUST: Court Extends CCAA Protection Until Sept. 30------------------------------------------------------------Investors represented the Pan-Canadian Investors Committee for Third Party Structured Asset Backed Commercial Paper sought and obtained an order from the Superior Court of Justice (Commercial List) for the Province of Ontario, extending the stay protection from certain creditors under the Companies' Creditors Arrangement Act, R.S.C. 1985, c. C-36, as amended.

Pursuant to the Stay Extension Order, the Honorable Justice Colin Campbell ruled that until and including Sept. 30, 2008, no proceeding or enforcement process in any court or tribunal will be commenced or continued against the CCAA Parties, Ernst & Young Inc., as the Court-appointed Monitor, or affecting the CCAA Parties' business or property except with leave of the CCAA Court. All proceedings currently under way against or in respect of the CCAA Parties or their representatives are stayed and suspended pending further Court order.

Ernst & Young Inc., as monitor of the Applicants' CCAA proceedings, supports the Stay extension.

As reported by the Troubled Company Reporter on March 18, 2008,Justice Colin Campbell of the Ontario Superior Court of Justicegranted an application filed on March 17 by The Pan-CanadianInvestors Committee for Third-Party Structured ABCP under theprovisions of the Companies' Creditors Arrangement Act. TheCommittee asked the Court to call a meeting of ABCP noteholders to vote on a plan to restructure 20 trusts affecting C$32 billion of notes. The trusts were covered by the Montreal Accord, an agreement entered by international banks and institutional investors on Aug. 16, 2007 to work out a solution for the ABCP crisis in Canada. Justice Campbell appointed Ernst & Young, Inc., as the Applicants' monitor, on March 17, 2008.

The Ontario Superior Court of Justice sanctioned the Second Amended Plan of Compromise and Arrangement proposed by the Investors represented the Pan-Canadian Investors Committee for Third Party Structured Asset Backed Commercial Paper on June 5, 2008.

CANADIAN TRUST: Plan Implementation Extended to October 31----------------------------------------------------------The Ontario Superior Court of Justice sanctioned the Second Amended Plan of Compromise and Arrangement proposed by the Investors represented the Pan-Canadian Investors Committee for Third Party Structured Asset Backed Commercial Paper on June 5, 2008.

Pursuant to the Plan, if the scheduled implementation date for the Plan has not occurred on or before 60 days following the date of the Sanction Order, the Plan will automatically terminate and would be of no further force and effect, unless the Pan-Canadian Committee, Ernst & Young, Inc., as Monitor of the Applicants' CCAA proceedings and certain Plan participants have agreed, in writing, to extend the Termination Date.

The Plan Implementation Date had previously been extended to Aug. 29, 2008.

The Plan Parties now agree to extend the Plan Implementation Date through October 31, 2008.

As reported by the Troubled Company Reporter on March 18, 2008,Justice Colin Campbell of the Ontario Superior Court of Justicegranted an application filed on March 17 by The Pan-CanadianInvestors Committee for Third-Party Structured ABCP under theprovisions of the Companies' Creditors Arrangement Act. TheCommittee asked the Court to call a meeting of ABCP noteholders to vote on a plan to restructure 20 trusts affecting C$32 billion of notes. The trusts were covered by the Montreal Accord, an agreement entered by international banks and institutional investors on Aug. 16, 2007 to work out a solution for the ABCP crisis in Canada. Justice Campbell appointed Ernst & Young, Inc., as the Applicants' monitor, on March 17, 2008.

The Ontario Superior Court of Justice sanctioned the Second Amended Plan of Compromise and Arrangement proposed by the Investors represented the Pan-Canadian Investors Committee for Third Party Structured Asset Backed Commercial Paper on June 5, 2008.

CANADIAN TRUST: Court Extends CCAA Protection Until Sept. 30------------------------------------------------------------Investors represented the Pan-Canadian Investors Committee for Third Party Structured Asset Backed Commercial Paper sought and obtained an order from the Superior Court of Justice (Commercial List) for the Province of Ontario, extending the stay protection from certain creditors under the Companies' Creditors Arrangement Act, R.S.C. 1985, c. C-36, as amended.

Pursuant to the Stay Extension Order, the Honorable Justice Colin Campbell ruled that until and including Sept. 30, 2008, no proceeding or enforcement process in any court or tribunal will be commenced or continued against the CCAA Parties, Ernst & Young Inc., as the Court-appointed Monitor, or affecting the CCAA Parties' business or property except with leave of the CCAA Court. All proceedings currently under way against or in respect of the CCAA Parties or their representatives are stayed and suspended pending further Court order.

Ernst & Young Inc., as monitor of the Applicants' CCAA proceedings, supports the Stay extension.

As reported by the Troubled Company Reporter on March 18, 2008,Justice Colin Campbell of the Ontario Superior Court of Justicegranted an application filed on March 17 by The Pan-CanadianInvestors Committee for Third-Party Structured ABCP under theprovisions of the Companies' Creditors Arrangement Act. TheCommittee asked the Court to call a meeting of ABCP noteholders to vote on a plan to restructure 20 trusts affecting C$32 billion of notes. The trusts were covered by the Montreal Accord, an agreement entered by international banks and institutional investors on Aug. 16, 2007 to work out a solution for the ABCP crisis in Canada. Justice Campbell appointed Ernst & Young, Inc., as the Applicants' monitor, on March 17, 2008.

The Ontario Superior Court of Justice sanctioned the Second Amended Plan of Compromise and Arrangement proposed by the Investors represented the Pan-Canadian Investors Committee for Third Party Structured Asset Backed Commercial Paper on June 5, 2008.

CANNERY CASINO: Moody's Affirms Corporate Family Rating at 'B2'---------------------------------------------------------------Moody's Investors Service affirmed Cannery Casino Resorts, LLC's B2 corporate family rating and upgraded the senior first lien bank loans to B1 (LGD 3, 42%) from B2 (LGD 3, 44%). The rating outlook remains positive. The upgrade of the senior first lien bank facilities reflects a slight change in the company's capital structure, namely the addition of senior unsecured obligations including the company's pension obligation and new equipment financing pursuant to the application of Moody's Loss Given default methodology.

The rating affirmation reflects completion of the redevelopment of the Cannery Eastside casino located on the Boulder Strip in Las Vegas and solid operating performance at the PA Meadows casino located in western Pennsylvania. The pending acquisition of Cannery by Crown Limited appears on track to close over the next quarter.

Cannery Casino Resorts, LLC is a privately held gaming company owned by an entity managed by Oaktree Capital Management, LLC (42%) and Millennium Gaming, Inc. (58%). Through its wholly owned subsidiary, PA Meadows, LLC, CCR is constructing a temporary casino in western Pennsylvania, and also owns and operates three casinos in Las Vegas, Nevada. CCR is redeveloping its Nevada Palace casino (to be renamed East Side Cannery) located on the Boulder Strip in Las Vegas, Nevada.

CANNERY CASINO: Moody's Changes Loan Ratings from B2 to B1----------------------------------------------------------Moody's Investors Service has revised debt ratings for the bank credit facilities of two companies - Sensus Metering Systems and Cannery Casino Resorts. The revisions follow a review of the rating impact of implementing the current version of Moody's Loss Given Default template.

Since the introduction of its LGD methodology for rating non-financial speculative-grade corporate obligors in the U.S. and Canada in September 2006, Moody's has employed an LGD template as an additional input to its broader rating methodology. The template, which provides analysts with an indication of the most likely ratings for debt instruments, has been refined several times since its introduction.

In reviewing the impact of converting LGD templates to the current version, it was determined that ratings for some issuers had not been reevaluated using the new version of the LGD template. Use of the new version suggested that the rating committee should consider changes to the ratings of Sensus and Cannery. Rating committees subsequently revised these ratings:

CAPITAL GROWTH: Posts $7.2MM Net Loss in Qtr Ended June 30----------------------------------------------------------Capital Growth Systems, Inc., posted a $7.2 million net loss on $8.7 million in revenues for the three months ended June 30, 2008. The company said revenues increased 107% from $4.2 million for the same period in 2007. This increase is primarily due to the recognition of revenue in the second quarter of 2008 in connection with a significant new contract in its Optimization Solutions line of business.

The company disclosed $37.7 million in total assets, $59.1 million in total liabilities, and $21.3 million in shareholders' deficit as of June 30, 2008.

A full-text copy of the company's Form 10-Q report for the period ended June 30, 2008, is available at no charge at:

Based in Chicago, Capital Growth Systems Inc. (OTC BB: CGSY) doing business as Global Capacity Group Inc., delivers telecomintegration services to systems integrators, telecommunicationscompanies, and enterprise customers worldwide. It provides an integrated supply chain management system that streamlines and accelerates the process of designing, building, and managing customized communications networks. The company also provides connectivity services for network integrators who bundle telecommunication solutions to enterprise customers; offers global pricing and quotation software and management services for data communications; and assists customers to reduce connectivity costs and attain understanding and control of their deployed communications network.

The Amendments reflect the restatements for each interim period. The restatements reflect reclassifications between liabilities and equity as well as between interest expense and gain/loss on warrants and derivatives.

Capital Growth filed a Registration Statement on Form S-1 on April 29, 2008, that incorporated its most recent financial statements. The filing was made in connection with certain contractual obligations arising from a certain Securities Purchase Agreement. Jim McDevitt, the Company's Chief Financial Officer, related in July 2008 that the Company received comment letters dated May 23, 2008, from the staff of the U.S. Securities and Exchange Commission on its Form 10-KSB for the year ended December 31, 2007, its Form 10-QSB for the period ended March 31, 2008, and its Form S-1. The comment letters requested additional information and enhanced disclosures and alerted the Company to possible incorrect applications of certain accounting principles.

On June 30, 2008, the audit committee of the Company concluded that, due to the accounting treatment applied in the consolidated financial statements for the third quarter of calendar 2006, the financial statements should be restated. Each interim and annual period thereafter -- i.e., the financial statements from December 31, 2007 and 2006 as well as the quarters ended March 31, June 30, and September 30, 2007 -- would also be effected by the restatement as well as the mark-to-market adjustment within a given period.

According to Mr. McDevitt, the restatement adjustments indicate that a material weakness existed in the Company's internal control over financial reporting for the years ended December 31, 2007 and 2006.

Current management advised that the Company's previously issued consolidated financial statements for these periods should no longer be relied upon. Management also disclosed that its report on internal control over financial reporting as of December 31, 2007, should no longer be relied upon.

Mr. McDevitt said the change in accounting creates an instance of non-compliance in the Company's senior secured convertible debenture agreement. However, he said, the Company received verbal assurances from holders of 82% of the currently outstanding principal amount of the debentures that they would deliver waivers of these instances of non-compliance and the related right to acceleration with respect to this event.

About Capital Growth

Based in Chicago, Capital Growth Systems Inc. (OTC BB: CGSY) doing business as Global Capacity Group Inc., delivers telecomintegration services to systems integrators, telecommunicationscompanies, and enterprise customers worldwide. It provides an integrated supply chain management system that streamlines and accelerates the process of designing, building, and managing customized communications networks. The company also provides connectivity services for network integrators who bundle telecommunication solutions to enterprise customers; offers global pricing and quotation software and management services for data communications; and assists customers to reduce connectivity costs and attain understanding and control of their deployed communications network.

The company has incurred net losses from continuing operations of $3,653,000 and $6,965,000 for the three months ended March 31, 2008, and 2007, respectively.

CAPITAL GROWTH: Global Capacity Unit Sells NexVu Technologies -------------------------------------------------------------Global Capacity, Inc., a wholly owned unit of Capital Growth Systems, Inc., has completed the sale of its NexVu Technologies business unit to NexVu APM, LLC, based in Naperville, IL. Under the terms of this transaction, Global Capacity will retain an ownership stake in NexVu APM.

Global Capacity has been seeking a strategic partner to continue development of the NexVu platform. The transaction and retained ownership stake provide NexVu APM with a platform for continued development, while enabling Global Capacity to continue to leverage the NexVu technology in the company's portfolio of network logistics product offerings.

"We will continue to work with NexVu APM in an effort to expand our Network Optimization and Strategic Sourcing solutions," said Patrick Shutt, Chief Executive Officer of Global Capacity. "The performance monitoring and network planning capabilities of the NexVu technology offer significant leverage to our logistics solutions, and we are pleased that this deal enables the further development of the technology."

About Capital Growth

Based in Chicago, Capital Growth Systems Inc. (OTC BB: CGSY) doing business as Global Capacity Group Inc., delivers telecomintegration services to systems integrators, telecommunicationscompanies, and enterprise customers worldwide. It provides an integrated supply chain management system that streamlines and accelerates the process of designing, building, and managing customized communications networks. The company also provides connectivity services for network integrators who bundle telecommunication solutions to enterprise customers; offers global pricing and quotation software and management services for data communications; and assists customers to reduce connectivity costs and attain understanding and control of their deployed communications network.

Capitol Performing's Artistic Producer Sharon Hillegas said that the theater will remain open as its operators try to repay over $140,000 in debt, The Dispatch states. According to the report, Ms. Hillegas and her husband, Michael, are the unpaid operators of the theater. The Dispatch relates that actors, who received a stipend for their work until the theater could no longer afford it, are all volunteers.

Ms. Hillegas said that Capitol Performing is having trouble paying its bills, the largest of which is a loan from Commerce Bank, The Dispatch states.

Capitol Performing's financial problems began in 2006, when it had to relocate from the space it had been leasing in an old church on Wayne Street in Harrisburg, because the owner planned to sell the property for $1 million but the theater couldn't afford it, The Dispatch says, citing Ms. Hillegas.

The Dispatch states that the Hillegas couple decided to buy the Fishing Creek Road building, a former warehouse, expecting to spend about $200,000 in renovations and equipment. Ms. Hillegas said that the theater "was dogged by zoning rules and struggled to meet the necessary requirements, and the renovation cost $340,000," according to The Dispatch. "We opened the doors (in May 2007) upside down by $140,000," the report quoted Ms. Hillegas as saying.

According to The Dispatch, theater organizers reduced the price oftickets to $10. Theater was no longer as much of a regular past time as it had been, but while seats were filled, the admission price did little to increase profits, The Dispatch says, citing Ms. Hillegas.

Pennlive.com relates that artist Thomas Kinkade will auction an original sketch to benefit children's programs at Capitol Performing Arts Center.

About Capitol Performing

The nonprofit theater Capitol Performing Arts Center is located in 450 Fishing Creek Road in Fairview Township. The theater produces several dinner and non-dinner shows per year, including programming for youth and shows for adults. The theater has three paid staff members.

CAPRIUS INC: AWM Investment Co. Discloses 81.1% Equity Stake------------------------------------------------------------Austin W. Marxe and David M. Greenhouse disclosed in a regulatory filing with the Securities and Exchange Commission that they may be deemed to beneficially own 13,057,718 shares of Caprius, Inc., common stock, representing 81.1% of outstanding shares.

-- 27,790 shares of Common stock, 2,080 shares of Preferred Stock convertible for 130,606 shares of Common Stock and 272,767 Warrants to purchase 96,462 shares of Common stock owned by Special Situations Fund III, L.P.,

-- 404,597 shares of Common Stock, 23,914 shares of Preferred Stock convertible for 1,500,562 shares of Common Stock and 3,115,807 Warrants to purchase 1,104,467 shares of Common Stock owned by Special Situations Fund III QP, L.P., and

-- 1,297,162 shares of Common stock, 77,983 shares of Preferred Stock convertible for 4,893,361 shares of Common Stock and 10,165,647 Warrants to purchase 3,602,711 shares of Common stock owned by Special Situations Private Equity Fund, L.P.

Messrs. Marxe and Greenhouse are the controlling principalsof AWM Investment Company, Inc., the general partner of MGP Advisers Limited Partnership, the general partner of andinvestment adviser to Special Situations Fund III, L.P. and thegeneral partner of Special Situations Fund III QP, L.P. Messrs. Marxe and Greenhouse are also members of MG Advisers L.L.C., the general partner of Special Situations Private Equity Fund, L.P. AWM serves as the investment adviser to SSFQP and SSPE.

The company has incurred substantial recurring losses. Inaddition, the company is a defendant in an action seeking damagesin excess of $400,000. Although management believes the companyhas a meritorious defense against such a lawsuit, an unfavorableoutcome of such action could have a materially adverse impact onour business. In order to fund the additional cash requirements of the company, the company continues to pursue efforts to identify additional funds through various funding options. If the company is unable to generate sufficient cash flows from its business operations or raise additional funding to continue its operations, the company will have to implement a plan to drastically curtail operations to reduce operating costs until sufficient additional capital is raised. These factors, the company believes, raise substantial doubt about its ability to continue as a going concern.

The Troubled Company Reporter reported on Sept. 15, 2008, that Caprius Inc. reported a net loss of $1,360,644 on total revenues of $795,492 for the third quarter ended June 30, 2008, compared with a net loss of $466,012 on total revenues of $675,756 in thesame period ended June 30, 2007. At June 30, 2008, the company's consolidated balance sheet showed $4,407,245 in total assets, $2,028,514 in total liabilities, and $2,378,731 in total stockholders' equity.

CARBIZ INC: July 31 Balance Sheet Upside-Down by $15,647,041------------------------------------------------------------CarBiz Inc.'s balance sheet at July 31, 2008, showed total assets of $31,330,980 and total liabilities of $46,978,021, resulting in a shareholders' deficit of $15,647,041.

Carl Ritter, chairman and CEO of CarBiz disclosed the company's second-quarter results. In the three months ended July 31, 2008, revenues increased by $7,840,557 compared to the same period ended July 31, 2007. This was due to the acquisition of a number of buy here-pay here credit centers. Net profit for the period was $1,530,838; an increase by $4,242,936 compared to the same period ended July 31, 2007.

The software operation was sold on July 2, 2008. As of July 1, 2008, ongoing revenue stream from consulting will consist of new sales and monthly revenue from consulting products, training products, buy here - pay here performance groups, seminars, other one time dealer assistance, and supply sales.

According to Mr. Ritter, "Business was comparable with the first quarter. The adoption of our tier two loans across our car lots, which are loans at the $10,000 range, is going very well. We can expect to see the results of the tier two adoption in the third quarter impact our top line revenue in a positive way."

About CarBiz Inc.

Headquartered in Sarasota, Florida, CarBiz Inc. (OTC BB: CBZFF)-- http://www.carbiz.com/-- owns and operates a chain of buy-here pay-here dealerships through its CarBiz Auto Credit division. Thecompany is also a provider of software, training and consultingsolutions to the buy-here pay-here auto dealers in the UnitedStates. CarBiz's suite of business solutions includes dealersoftware products focused on the buy-here pay-here, sub-primefinance and automotive accounting markets.

Capitalizing on expertise developed over 10 years of providingsoftware and consulting services to buy-here pay-here businessesacross the United States, CarBiz entered the buy-here pay-herebusiness in 2004 with a location in Palmetto, Florida. CarBiz hasadded two more credit centers since - in Tampa and St. Petersburg- and recently acquired a large regional chain in the Midwest,bringing the total number of dealerships to 26 in eight states.

Going Concern Doubt

Aidman, Piser & Company P.A., in Tampa, Florida, expressedsubstantial doubt about Carbiz Inc.'s ability to continue as agoing concern after auditing the company's consolidated financialstatements for the year ended Jan. 31, 2008.

The company has incurred losses in the current period (exclusiveof gains on derivative instruments) and in each of the pastseveral years. In addition, the company had a working capitaldeficiency of $10,386,186 and a stockholders' deficit of$17,289,387 at April 30, 2008.

CARBONE COS: Wins Bankruptcy Court Approval to Use Cash Collateral------------------------------------------------------------------Erik Larson of Bloomberg News reports that Carbone Cos., Inc., and its debtor-affiliates, have -- despite objections from creditor Fifth Third Bancorp -- obtained temporary approval from the U.S. Bankruptcy Court for the Northern District of Ohio, on September 12, 2008, to use cash collateral for operations.

The Debtors, the report says, need the funds to avoid irreparable harm to its business. A final hearing on the use of the cash collateral was set for Sept. 30, according to the report.

A year ago, the Debtors defaulted on a $15 million loan from Fifth Third, the report recalls. Fifth Third claims that the Debtors are being mismanaged and last week sought a court order forcing them to liquidate instead of reorganize, the report states.

On Aug. 1, the Debtors lost a $15.2 million judgment over the loan in an Ohio state court, the report quotes Fifth Third as saying. The Debtors are using deceptive financing practices and wrongfullytransferring funds to non-bankrupt units, Fifth Third argued incourt documents, according to the report.

The Debtors, the reports quotes, said it wants to use Fifth Third's funds to pay salaries and other post-petition obligations.

The Debtors estimated $10 million to $50 million in assets and$10 million to $50 million in debts when they filed forbankruptcy. William Rochelle says that the Debtor listed $35 million in assets and $40.7 million in liabilities. The Debtors listed Pillman, LLC as their largest unsecured creditor, owed $4,000,000.

CARBONE COS: Wants Time to File Schedules Extended to Oct. 3 ------------------------------------------------------------Carbone Companies, Inc. and Carbone Properties, LLC ask the U.S. Bankruptcy Court for the Northern District of Ohio to extend through Oct. 3, 2008, the time in which they must file their Statements of Financial Affairs and Schedules of Assets and Liabilities. Pursuant to Bankruptcy Rule 1007(c), a Chapter 11 debtor must file, within 15 days of the commencement of its Chapter 11 case, schedules of assets and liabilties and a statement of financial affairs. The current deadline, unless extended, is Sept. 19, 2008.

The Debtors present the following reasons in support of their request:

a) The gathering, verifying and synthesizing the information needed to complete the Schedules will take time to prepare; and

b) Since the Petition Date, the Debtors and their professionals have spent considerable time preparing for contested hearings on (i) the Debtors' use of cash collateral and (ii) the motion to convert these cases to Chapter 7 or alternatively to appoint a chapter 11 trustee filed by Fifth Third Bank.

As reported in the Troubled Company Reporter on Sept. 15, 2008,Fifth Third Bank asked the Court to convert the Debtors' chapter 11 case to a chapter 7 liquidation proceeding.

The bank argued that the Debtors' companies were mismanaged and that the Debtors only sought bankruptcy protection to evade a $15.2 million judgment. On Aug. 1, the Debtors lost a judgment over the loan in an Ohio state court, Bloomberg News reports.

About Carbone Companies

Cleveland, Ohio-based Carbone Companies, Inc., dba R.P. CarboneCompany, provides construction management services. Carbone Companies, Inc. and Carbone Properties, LLC filed for Chapter 11 relief on Sept. 4, 2008 (Bankr. N.D. Oh. Lead Case No. 08-16786). Judge Randolph Baxter presides over the case. Harry W. Greenfield, Esq., at Buckley King, A Legal Professional Association, represents the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, both listed assets of between $10 million and $50 million, and debts of between $10 million to $50 million.

The Debtors disclosed in court documents that two other affiliates, Rancho Manana Ventures, LLC and Carbone Properties of Audubon, LLC have pending bankruptcy cases filed in other District Courts.

Based in Cave Creek, Ariz., Rancho Manana Ventures, LLC filed for Chapter 11 relief of Aug. 13, 2008 (D. Ariz. Case No. 08-10441). Thomas E. Littler, Esq., at Warnicke & Littler, P.L.C., represents the Debtor as counsel. When the Debtor filed for protection from its creditors, it listed assets of between $1 million and $10 million, and debts of between $10 million and $50 million.The U.S. Trustee told the Court that as there has not been a sufficient showing of creditor interest, a committee of unsecured creditors has not been appointed in the Debtor's bankruptcy case.

Based in New Orleans, La., Carbone Properties of Audubon, LLC filed for Chapter 11 relief on Dec. 12, 2007 (Bankr. E.D. La. 07-12470). Douglas S. Draper, Esq., at Heller, Draper, Hayden, Patrick & Horn, L.L.C., represents the Debtor as counsel. When the Debtor filed for protection from its creditors, it listed assets of between $1 million and $10 million, and debts of between $10 million and $50 million.

CARUSO HOMES: Meeting of Creditors Slated for September 22----------------------------------------------------------The United States Trustee for the District of Maryland will convene a continuance of meeting of creditors of Caruso Homes Inc. and its debtor-affiliates at 10:00 a.m., on Sept. 22, 2008, in 341 Meeting Room #2650 at 101 W. Lombard St., in Baltimore, Maryland.

This is the first meeting of creditors required under Section341(a) of the Bankruptcy Code in all bankruptcy cases.

All creditors are invited, but not required, to attend. ThisMeeting of Creditors offers the one opportunity in a bankruptcyproceeding for creditors to question a responsible office of theDebtor under oath about the company's financial affairs andoperations that would be of interest to the general body ofcreditors.

Headquartered in Crofton, Maryland, Caruso Homes Inc. -- http://www.carusohomes.com/-- is a custom home builder. The company and 24 of its debtor-affiliates filed for Chapter 11protection on June 23, 2008 (D. Md. Lead Case No. 08-18254). JoelI. Sher, Esq., at Shapiro Sher Guinot & Sandler, represents theDebtors as counsel.

CARUSO HOMES: Files Schedules of Assets and Liabilities-------------------------------------------------------Caruso Homes Inc. and its debtor-affiliates delivered to the United States Bankruptcy Court for the District of Maryland its schedules of assets and liabilities disclosing:

Headquartered in Crofton, Maryland, Caruso Homes Inc. -- http://www.carusohomes.com/-- is a custom home builder. The company and 24 of its debtor-affiliates filed for Chapter 11protection on June 23, 2008 (D. Md. Lead Case No. 08-18254). JoelI. Sher, Esq., at Shapiro Sher Guinot & Sandler P.A, represents the Debtors as counsel.

CASH SYSTEMS: Morgan Stanley, FrontPoint No Longer Own Stocks-------------------------------------------------------------In separate regulatory filings with the Securities and Exchange Commission, Morgan Stanley and FrontPoint Partners LLC, and Gilder, Gagnon, Howe & Co. LLC disclosed that they no longer own any shares of Cash Systems Inc.'s common stock.

Based in Las Vegas, Cash Systems Inc. (Nasdaq: CKNN) --http://www.cashsystemsinc.com/-- is a provider of cash-access and related services to the retail and gaming industries. CashSystems' products include its proprietary cash advance systems,ATMs and check cashing solutions. Cash Systems Inc.'s consolidated balance sheet at March 31, 2008, showed $58.2 million in total assets and $60.1 million in total liabilities, resulting in a $1.9 million total stockholders' deficit.

As reported in the Troubled Company Reporter on April 29, 2008,Virchow, Krause & Company LLP, in Minneapolis, expressedsubstantial doubt about Cash Systems Inc.'s ability to continue asa going concern after auditing the company's consolidatedfinancial statements for the year ended Dec. 31, 2007. Theauditing firm pointed to the company's recurring operating losses,negative cash flows from operations, negative working capital andaccumulated deficit.

On August 8, 2008, Cash Systems, Inc., completed its merger with Card Acquisition Subsidiary, Inc., as a result of which the Company is now a wholly-owned subsidiary of Global Cash Access, Inc.. The Merger was effected pursuant to an Agreement and Plan of Merger, dated as of June 13, 2008, by and among the Company, GCA and Merger Sub.

CENTRAL SUN: Signs Term Sheet for $22.5 Million Debt Funding------------------------------------------------------------Central Sun Mining Inc. has signed an indicative term sheet for a total debt package of $22,500,000 million over a four-year term. Closing of the facility is subject to the bank's internal credit approval process, the conclusion of a satisfactory due diligence process, satisfactory definitive documentation and the obtaining of all the required regulatory approvals.

The debt package is to be structured as a $20,000,000 million senior debt facility and a $2,500,000 million standby debt facility and will be secured by way of a first ranking security interest over the Orosi project assets and corporate support from Central Sun until the project has reached its projected steady state of production. The senior debt facility will be used to finance the development, capital works and commissioning of the Orosi Mine mill project. The standby debt facility will be available to fund up to 50% of additional capital and/or operating costs to a maximum of $2.5 million with the Company injecting a matching amount plus any remaining working capital which may be required. The Company is aiming to have the debt package in place before the end of November 2008.

Central Sun is currently converting the Orosi Mine from a heap leach operation to a conventional milling operation. Based on extensive metallurgical testing, once the conversion is complete recoveries are anticipated to increase from 38% previously being achieved from heap leaching to over 90% with the new conventional milling. Commissioning of the new mill is expected in the first quarter of 2009 with production at a rate of approximately 85,000 ounces of gold per year. A positive feasibility study was completed in May 2008 by Scott Wilson Roscoe Postle Associates Inc. The mill construction is progressing as planned and all permits required for production are in place.

About Central Sun

Headquartered in Toronto, Ontario, Central Sun Mining Inc. (TSX:CSM)(TSX: CSM.WT)(AMEX: SMC)-- http://www.centralsun.ca/-- is a gold producer with mining and exploration activities focused inNicaragua. The company operates the Limon Mine and is in theprocess of converting the Orosi Mine (formerly the Libertad Mine)to a conventional milling operation. Both properties are locatedin Nicaragua. The Bellavista Mine in Costa Rica is currently being reclaimed. The company also has an option to acquire the Mestiza exploration property in Nicaragua. Central Sun's growth strategy is focused on optimizing current operations, expanding mineral resources and reserves at existing mines, and looking for merger and acquisition opportunities in the Americas. In early 2007, the company commenced a major project to convert the heap-leach process at the Orosi Mine to a conventional millingoperation (Mill Project). Mining activities at the company's Bellavista Mine ceased during the third quarter of 2007. Since that time, reclamation activities have begun and it is not expected that mining activities will resume.

Going Concern Doubt

Management of Central Sun Mining Inc. believes there existssubstantial doubt about the company's ability to continue as agoing concern. As at March 31, 2008, the company had used $3,344,000 in operating cash flows, reported a net loss of $5,022,000 and had an accumulated deficit of $87,501,000. The company says it may not have sufficient cash to fully fund ongoing 2008 capital expenditures, exploration activities and complete the development of the Orosi Mine - mill project and therefore will require additional funding which, if not raised, would result in the curtailment of activities and project delays.

At March 31, 2008, the company's consolidated balance sheet showed $68,844,000 in total assets, $20,065,000 in total liabilities, and $48,779,000 in total stockholders' equity.

CITY CAPITAL: June 30 Balance Sheet Upside-Down by $1,261,973-------------------------------------------------------------City Capital Corp.'s consolidated balance sheet at June 30, 2008,showed $2,406,041 in total assets and $3,668,014 in total liabilities, resulting in $1,261,973 total stockholders' deficit.

At March 31, 2008, the company's consolidated balance sheet alsoshowed strained liquidity with $2,078,845 in total current assetsavailable to pay $3,589,084 in total current liabilities.

The company reported a net loss of $644,140, on revenues of$116,679, for the quarter ended June 30, 2008.

As reported in the Troubled Company Reporter on May 19, 2008,Spector & Wong, LLP, in Pasadena, Calif., expressed substantialdoubt about City Capital Corporation's ability to continue as agoing concern after auditing the company's consolidated financialstatements for the year ended Dec. 31, 2007. The auditing firm said that the company's ability to continue in the normal course of business is dependent upon the success of future operations. The auditing firm added that the company has recurring losses, substantial working capital deficiency, stockholders' deficit and negative cash flows from operations. The auditing firm also pointed to the company's default in certain notes payable, recent withdrawal as a business development company and commencement of new operations.

COMSTOCK HOMEBUILDING: Signs Forbearance Pact With Regions Bank---------------------------------------------------------------On September 4, 2008, Comstock Homes of Atlanta, Comstock James Road, LLC, Highland Station Partners, LLC, as borrowers and Comstock Homebuilding Companies, Inc., as guarantor and obligor, entered into a Forbearance and Conditional Release Agreement with Regions Bank relating to approximately $5,300,000 of outstanding debts owed by the Borrowers to Regions. Under the terms of the Agreement, Regions agreed to release the Obligors from their obligations and guarantees relating to the Debts upon the earlier of successful foreclosure by Regions on all collateral pledged to secure the Debts or December 15, 2008.

The assets pledged include developed building lots, developed land and/or speculative single family homes at:

-- James Road, a single family home project in Atlanta, Georgia;

-- Post Road, a townhome development in Atlanta, Georgia; and

-- Highland Station, a single family home development in Atlanta, Georgia.

Regions is expected to complete foreclosure proceedings on the Collateral on or before December 15, 2008. Upon completion of the foreclosures, conditioned on the Company being cooperative, Regions will issue the Company the unconditional Release within ten days and the Debts will be considered paid in full with no deficiency liability post foreclosure.

The Agreement covers four loans from Regions to the Borrowers for which the Company is Guarantor. The loans include:

-- an acquisition loan to CHOA relating to the Post Road Collateral with $699,775 outstanding;

-- an acquisition, development and construction loan to James Rd relating to the James Rd project with $1,650,000 outstanding; and

-- an acquisition loan and a construction loan to Highland relating to the Highland Station project with a combined total of $2,955,830 outstanding.

The company's secured debt as of June 30, 2008, totaled $144 million.

"The agreement we entered into with Regions today is the result of our continued focus on restructuring a significant portion of our debt and positioning Comstock to survive the current downturn in housing," said Christopher Clemente, Comstock's Chairman and Chief Executive Officer. "We are satisfied with the outcome of our negotiation with Regions and believe it is another important step in our plan to reposition our company to meet the challenges of the current market. While we have more work to do in this regard with certain other lenders, the Regions agreement, along with the recently announced similar agreement with BB&T, are in keeping with our objective. We remain optimistic regarding the potential for a positive outcome of our restructuring efforts."

The Company, in anticipation of the agreement, had recorded impairment charges related to the Regions collateral in the quarter ending June 30, 2008, and as a result the Company does not anticipate any material future write-offs as a result of the Agreement or the foreclosures.

In its Form 10-Q filed with the Securities and Exchange Commission in mid-August, the company reported total assets of $224,311,000, total liabilities of $186,715,000, and total shareholders' equity of $37,368,000. For the three months ended June 30, 2008, the company posted a net loss of $$16,618,000 on total revenues of $12,003,000.

The Troubled Company Reporter reported on July 11, 2008, that Comstock retained FTI Consulting Inc. as advisor to the company with respect to strategic and financial alternatives in the face of a prolonged real estate downturn.

Going Concern Doubt

As reported in the Troubled Company Reporter on April 3, 2008,PricewaterhouseCoopers LLP raised substantial doubt about theability of Comstock Homebuilding Companies, Inc., to continue as agoing concern after it audited the company's financial statementsfor the year ended Dec. 31, 2007. The auditor pointed stated thatthe company has experienced declining market conditions and hassignificant debt maturing during 2008.

COMSTOCK HOMEBUILDING: Gets Default Notices From Bank of America----------------------------------------------------------------On September 8, 2008, Comstock Homebuilding Companies, Inc., and Highland Avenue Properties, LLC, a wholly owned subsidiary of the company, received a notice of default and demand from Bank of America, N.A. under a Loan Agreement in the original principal amount of $4,851,235. The Highland Ave Note is secured by land at the company's Highland Avenue project in Atlanta, Georgia. According to the notice of default, the outstanding balance under the Highland Note at the time of the notice was $4,341,004.35.

On September 8, 2008, the company and Comstock Homes of Atlanta, LLC, a wholly owned subsidiary of the company, received a notice of default and demand from BofA under a Loan Agreement in the original principal amount of $10,000,000. The CHOA Note is secured by land at the company's Brentwood Estates and Senator's Ridge projects in Atlanta, Georgia. According to the notice of default, the outstanding balance under the CHOA Note at the time of the notice was $1,522,345.81.

On September 8, 2008, the company received a notice of default and demand from BofA under a Loan Agreement in the original principal amount of $15,000,000. The CHCI Note is unsecured. According to the notice of default, the outstanding balance under the CHCI Note at the time of the notice was $3,270,254.85.

In the event the company and its subsidiaries are deemed to be in default under the any of the notes or any future notices, each of the lenders may be entitled to exercise a variety of rights, including:

(i) accelerating the loans, (ii) terminating the loans, (iii) reducing its claims to judgments, and (iv) exercising all other legal and equitable remedies it may have.

In addition, in the event the company and its subsidiaries are deemed to be in default under the notes, the company, directly or indirectly through additional subsidiaries could be deemed to be in default under other credit facilities, which would potentially give the company's other lenders the right to exercise their rights with respect to the remainder of the company's outstanding indebtedness.

The Troubled Company Reporter reported on July 11, 2008, that Comstock retained FTI Consulting Inc. as advisor to the company with respect to strategic and financial alternatives in the face of a prolonged real estate downturn.

Going Concern Doubt

As reported in the Troubled Company Reporter on April 3, 2008,PricewaterhouseCoopers LLP raised substantial doubt about theability of Comstock Homebuilding Companies, Inc., to continue as agoing concern after it audited the company's financial statementsfor the year ended Dec. 31, 2007. The auditor pointed stated thatthe company has experienced declining market conditions and hassignificant debt maturing during 2008.

CONPOREC: Closes C$1.5MM Interim Loan from European Contractor--------------------------------------------------------------Conporec said that it has concluded a debtor-in-possessionfinancing of C$1.5M from a leading European renewable waste-to-energy contractor, involved in fields of activities that arecomplementary to Conporec's, after having obtained the protectionof the Superior Court under the terms of the Companies' CreditorsArrangement Act August 8.

The DIP financing is guaranteed by a first rank mortgage on all ofcompany's assets. The company has also obtained from the Court a60 days extension of the initial ordinance, thus extending ituntil November 7, 2008.

The DIP financing allows the company to concentrate on theimplementation of its restructuring as well as creditors'arrangement plans. It also makes it possible to work on theresumption of the Canada-based facilities, while maintaining theactivities of its subsidiary companies Conporec S.A.S. from Franceand Conporec PTY from Australia which are not affected by theCCAA.

The identity of this financial partner will be announced in the next weeks, once the partnering discussions are finalized.

About Conporec Inc.

Headquartered in Quebec, Canada, Conporec Inc. (CA:CNX)(ALTERNEXT: ALCNX) -- http://www.conporec.com/-- specializes in the treatment and recovery of household waste and organicmaterials. Conporec offers municipalities an alternative solutionto landfill use. The sorting composting technology developed byConporec allows its clients to recover more than 70% of waste thatwould otherwise be sent to landfills. In addition, through itsBiomax solutions, the company also offers its clients organicwaste recovery solutions.

CONTINENTAL AIRLINES: August 2008 Load Factor at 84.9 Percent-------------------------------------------------------------Continental Airlines Inc. disclosed in a Securities and Exchange Commission filing that its August 2008 consolidated (mainline plus regional) load factor was 83.9 percent, 1.4 points below the August 2007 consolidated load factor, and a mainline load factor of 84.9 percent, 1.0 point below the August 2007 mainline load factor. In addition, the carrier reported a domestic mainline August load factor of 86.3 percent, 1.7 points below the August 2007 domestic mainline load factor, and an international mainline load factor of 83.4 percent, 0.3 points below August 2007.

During the month, Continental recorded a U.S. Department of Transportation on-time arrival rate of 73.8 percent and a mainline segment completion factor of 99.4 percent.

In August 2008, Continental flew 9.1 billion consolidated revenue passenger miles (RPMs) and 10.9 billion consolidated available seat miles (ASMs), resulting in a consolidated traffic increase of 0.7 percent and a capacity increase of 2.4 percent as compared to August 2007. In August 2008, Continental flew 8.2 billion mainline RPMs and 9.7 billion mainline ASMs, resulting in a mainline traffic increase of 0.7 percent and a mainline capacity increase of 2.0 percent as compared to August 2007. Domestic mainline traffic was 4.2 billion RPMs in August 2008, down 3.3 percent from August 2007, and domestic mainline capacity was 4.8 billion ASMs, down 1.4 percent from August 2007.

For August 2008, consolidated passenger revenue per available seat mile (RASM) is estimated to have increased between 4.5% and 5.5% compared to August 2007, while mainline passenger RASM is estimated to have increased between 5.5 and 6.5 percent compared to August 2007. For July 2008, consolidated passenger RASM increased 4.8 percent compared to July 2007, while mainline passenger RASM increased 4.9 percent compared to July 2007.

Continental's regional operations had an August load factor of 76.4 percent, 3.8 points below the August 2007 regional load factor. Regional RPMs were 917.3 million and regional ASMs were 1,200.8 million in August 2008, resulting in a traffic increase of 0.5 percent and a capacity increase of 5.5 percent versus August 2007.

About Continental Airlines

Based in Houston, Texas, Continental Airlines Inc. (NYSE: CAL)-- http://continental.com/-- is the world's fifth largest airline. Continental, together with Continental Express andContinental Connection, has more than 3,000 daily departuresthroughout the Americas, Europe and Asia, serving 140 domestic and 139 international destinations. More than 550 additional points are served via SkyTeam alliance airlines. With more than 46,000 employees, Continental has hubs serving New York, Houston, Cleveland and Guam, and together with Continental Express, carries approximately 69 million passengers per year.

* * *

The Troubled Company Reporter said on Aug. 13, 2008, that Standard & Poor's Ratings Services took various actions on its ratings on Continental Airlines Inc. (B/Negative/B-3). S&P affirmed its 'B' long-term corporate credit rating, 'B-3' short-term corporate credit rating, all ratings on unsecured debt and on selected enhanced equipment trust certificates. S&P lowered S&P's ratings on other enhanced equipment trust certificates, particularly those secured by regional jets, and raised other ratings. All ratings were removed from CreditWatch, where they were placed with negative implications May 22, 2008, as part of an industrywide review. The rating outlook is negative.

COREL CORP: To Reduce Global Workforce by 90 Employees------------------------------------------------------Corel Corporation (NASDAQ:CREL) (TSX:CRE) is streamlining its global operations in order to become more operationally efficient and to increase its investment in key growth opportunities, including emerging markets and eCommerce. As part of this effort, the Company will reduce its global workforce by approximately 8% or 90 employees worldwide.

The Company estimates that, as a result of these actions, it will incur a one-time restructuring charge in the fourth quarter in the amount of $2.8 million. Subject to completion of usual review procedures regarding quarterly financial results, the Company also announced its expectation to report revenue and non-GAAP adjusted net income and earnings per share, consistent with its Q3 guidance communicated on July 3, 2008.

"Corel, like any company, must make periodic adjustments to ensure we are running as efficiently as possible and that we are focusing our teams and resources on the areas we believe offer the best opportunities for growth,"said Kris Hagerman, Interim CEO of Corel. "The actions we are taking today will enable us to expand our sales and marketing activity in emerging markets and enhance our eCommerce offerings – just two of the areas where we believe incremental investment will improve both our financial performance and our long-term competitive position in the market."

As indicated in a statement issued on August 20, 2008, the Company is in discussions with a third party regarding a potential sale of Corel. No agreement has been reached regarding a potential sale and there can be no assurance that such an agreement will be reached. In addition, there can be no assurance that any transaction will be completed or, if completed, of its terms, price or timing.

Will Release Third Quarter Financials on Oct. 3

The Company will issue its earnings release for the third quarter ended August 31, 2008, before markets open on Friday, October 3, 2008. Corel will host a conference call to discuss its financial results at 8:00 AM Eastern time on the same day.

About Corel Corp.

Corel Corp. (NASDAQ:CREL) (TSX:CRE) -- http://www.corel.com/-- is one of the world's top software companies with more than 100million active users in over 75 countries. The company provideshigh quality, affordable and easy-to-use Graphics and Productivityand Digital Media software. The company's products products aresold through a scalable distribution platform comprised ofOriginal Equipment Manufacturers (OEMs), the company's global e-Stores, and the company's international network of resellers andretail vendors.

The company's award-winning product portfolio includes some of theworld's most widely recognized and popular software brands,including CorelDRAW(R) Graphics Suite, Corel(R) Paint Shop Pro(R)Photo, Corel(R) Painter(TM), VideoStudio(R), WinDVD(R), Corel(R)WordPerfect(R) Office and WinZip(R). The company's globalheadquarters are in Ottawa, Canada, with major offices in theUnited States, United Kingdom, Germany, China, Taiwan and Japan.

CV THERAPEUTICS: Mazama Capital Discloses 3.8% Equity Stake-----------------------------------------------------------Mazama Capital Management Inc. disclosed in a regulatory filing with the Securities and Exchange Commission that it may be deemed to beneficially own 2,318,241 shares of CV Therapeutics Inc.'s Class A Common Stock, which represents 3.86% of the outstanding shares.

Mazama has the sole power to vote or to direct the vote of 1,309,125 shares while it has the sole power to dispose or to direct the disposition of 2,318,241 shares.

Headquartered in Palo Alto, California, CV Therapeutics Inc.(NasdaqGM: CVTX) -- http://www.cvt.com/-- is a biopharmaceutical company focused on applying molecular cardiology to the discovery,development and commercialization of novel, small molecule drugsfor the treatment of cardiovascular diseases.

CV Therapeutics' approved products include Ranexa(R) (ranolazineextended-release tablets), indicated for the treatment of chronicangina in patients who have not achieved an adequate response withother antianginal drugs, and Lexiscan(TM) (regadenoson) injectionfor use as a pharmacologic stress agent in radionuclide myocardialperfusion imaging in patients unable to undergo adequate exercisestress.

At March 31, 2008, the company's consolidated balance sheet showed$228.0 million in total assets and $436.1 million in totalliabilities, resulting in a $208.1 million total stockholders'deficit.

DELUXE ENTERTAINMENT: Moody's Affirms 'B1' CF and POD Ratings-------------------------------------------------------------Moody's Investors Service affirmed Deluxe Entertainment Services Group, Inc.'s B1 Corporate Family Rating and its B1 Probability of Default Rating and revised its outlook to negative from stable. In addition, Moody's upgraded the company's $760 million first lien credit facility ($150 million revolving credit facility and $610 million term loan) to Ba3 from B1 and affirmed the B3 rating on the company's $110 million second lien term loan facility.

The negative outlook reflects Deluxe's weaker operating performance in the first half of 2008 relative to expectations and plans partly due to the impact of the writers' strike and the SAG negotiations impasse. In addition, the outlook also reflects Moody's concerns regarding the ability of the company to remain in compliance with its financial maintenance covenants under its first lien credit facility especially in light of the quarterly tightening of the covenants.

Moody's upgrade of the first lien facility rating is in accordance with its Loss Given Default Methodology. Given the meaningful amortization of the first lien term loan, the first lien debt now comprises a smaller portion of the overall debt capital structure, leading to a one notch upgrade of the first lien debt.

Deluxe's B1 corporate family rating reflects its inherent business risk, including customer concentration; execution risk as Deluxe seeks to grow its Creative Services business to offset a potential decline in its core film processing business as the rollout of digital technology progresses; and volatility of cash flows related to cash advance contract payments required to secure business. In addition, Moody's remains concerned over Deluxe's increased leverage mainly due to a weak performance relative to expectations in the first half of 2008 and uncertain covenant compliance under its first lien financial maintenance covenants.

Deluxe's rating is supported by it ability to generate strong free cash flow, conservative capital structure and favorable terms of the credit agreement. Deluxe's long term relationship with its studio customers and expectations for it to maintain its leading market share throughout its offerings also support the rating.

Deluxe Entertainment Services Group Inc. supplies worldwide film processing, distribution and creative services to the major producers and distributors of motion pictures and television programs. It maintains headquarters in Los Angeles, California, and generated revenues of approximately $995 million for the trailing twelve months ended June 30, 2008.

DIAMOND GLASS: Plainfield Wants Ex-CEO Claim Re-characterized-------------------------------------------------------------glassBYTEs (Va.) reports that Plainfield Special Situations Master Fund Ltd. has filed a complaint against Ken Levine, former chief executive officer of Diamond Glass Inc. and the company's largest shareholder before the U.S. Bankruptcy Court for the District of Delaware on Sept. 5.

The report relates that Mr. Levine has filed a secured claim against the Debtor for more than $10 million, which consists of his contribution plus interest. Plainfield challenges the claim and has asked the Court to re-characterize and disallow it as equity. In the alternative, Plainfield wants the claim "equitably subordinated to the claims of all unsecured creditors," the report says.

According to the report, Plainfield alleges that Mr. Levine caused the delay of the Debtor's bankruptcy filing in an effort to protect the $10 million he invested in the company. Plainfield, the report says, disclosed that Levine originally contributed $6 million in equity to Diamond in January 2007, as part of a Credit Agreement with Guggenheim Corporate Funding, LLC. In late April and early May 2007, Diamond sought from Guggenheim reprieve under the Credit Agreement to borrow more money. Guggenheim agreed on the condition that Levine make another $4 million capital contribution.

Guggenheim issued a notice of default to Diamond in July 2007,glassBYTEs says.

The report says Mr. Levine as board member decided with fellow directors to pass a resolution authorizing filing for bankruptcy protection in December 2007, but delayed filing until April 1, 2008. According to Plainfield, had Diamond filed for bankruptcy within 90 days of the decision to do so, Guggenheim could have been classified as an unsecured creditor.

"As a result of the default on the Guggenheim loan, the company could have at any time collected Levine's $10 million contribution-but did not, and continued financing the company, despite the default," glassBYTEs says, citing papers filed in court.

The company and and its debtor-affiliate DT Subsidiary Corp.,filed for Chapter 11 bankruptcy petition on April 1, 2008 (Bankr.D. Del. Lead Case No. 08-10601). Michael P. Richman, Esq., atFoley & Lardner LLP, and Donald J. Bowman Jr., Esq., at YoungConaway Stargatt & Taylor LLP, represent the Debtors in theirrestructuring efforts. The U.S. Trustee for Region 3 appointedfive creditors to serve on an Official Committee of UnsecuredCreditors. John T. Carrol, III, Esq., and Jeffrey R. Waxman,Esq., at Cozen O'Connor, represent the Committee in this case. When the Debtors filed for bankruptcy protection, they listedassets of between $10 million and $50 million and debts of between$100 million and $500 million.

The Court has extended the exclusive periods by which the Debtors may file a Chapter 11 plan and to solicit acceptances of such a plan through November 28, 2008 and January 27, 2009, respectively.

DORADO BECKVILLE: Plan Declared Effect After $74MM Asset Sale-------------------------------------------------------------Bloomberg News reports that the chapter 11 bankruptcy plan of DoradoBeckville Partners I, L.P., and its subsidiary Dorado Operating, Inc., was declared effective onSept. 9, 2008. The plan, according to Bloomberg, provides for the payment in full of $19.75million in secured claims, $3.2 million in unsecured claims, and another $5.6 million in claims filed bysuppliers who had the right to file liens. The plan was confirmed by the United States BankruptcyCourt for the Northern District of Texas has approved late August, Bloomberg says.

William Rochelle at Bloomberg News reported in July that the Debtorswere granted permission by the Court to sell their assets to two buyers for $74 million in theaggregate:

2. NFR East Texas Basin LLC bought another group of properties for $35 million.

Mr. Rochelle noted that the company has interests in 13 wells in Panolaand Rusk counties, Texas, and that 11 wells are producing. According to Mr. Rochelle, the Debtorsowe $15.6 million to secured lender DB Zwrin Special Opportunities Fund LP plus $8.6 millionto an affiliate, and another $7.9 million is owed to suppliers and trade creditors.

Mr. Rochelle said the Debtors got a $24.7 million offer in November 2007for some of their properties, but that sale didn't close after the company refused to paya $4 million "exit fee" it says the lenders demanded.

Dallas, Texas-based Dorado Beckville Partners I LP and DoradoOperating Inc. -- http://www.doradoexploration.com/-- are diversified oil and gas exploration and production companiesactive in the East Texas Basin, the inland waters of SouthLouisiana, and Western Alabama.

Beckville owns 64% to 75% of the working interest in each ownedgas unit. The properties owned by Beckville are operated byDorado Operating, a 99% limited partner of Beckville and a wholly ownedunit of Dorado Exploration Inc.

DRESSER INC: Moody's Holds Ratings on Completed Fin'l Statements----------------------------------------------------------------Moody's Investors Service affirmed Dresser, Inc.'s ratings (B2 Corporate Family Rating) and changed the rating outlook to stable from negative. The outlook change follows the company's completion of its audited annual financial statements through the year ending 2007. Moody's had maintained a negative outlook on Dresser's ratings due to the concern that the time to complete the audited financial statements could be considerable and the possibility that additional material accounting or internal control issues would be identified during the process.

Dresser has completed the restatement of its 2003 and 2004 annual financial statements, which represented its third round of financial restatements since being spun off from Halliburton Company in 2001, and has become current on its 2005, 2006 and 2007 annual financials. Reasons for the restatement included: (1) hedge accounting documentation for derivatives, (2) foreign currency translation, (3) income tax associated with intercompany transfers, (4) timing of recognition of certain revenue items, (5) deferred tax computation, (6) inventory valuation errors, (7) consolidation elimination issues and (8) presentation issues associated with segment reporting.

While Moody's notes that the financial impact of the restatements was modest and that no other material matters surfaced during the restatement process, Moody's believes that ongoing financial statement filing delays created significant management distractions.

Dresser's filing delays and restatements stemmed from the company's material weaknesses in financial reporting processes and internal controls, as well as a history of acquisitions paired with a lack of investments in systems, controls and accounting personnel. Dresser has made notable progress in remediating a number of its material weaknesses; however, the company still has substantial work to do in fully resolving remaining material weaknesses, and these efforts will likely remain a distraction for management.

While Moody's believes that management has sufficient information to run the business, there is not an integrated IT platform across all business lines that would enable tighter, more centralized control of the business. Dresser is making efforts to address the material weaknesses, including developing a more integrated system for the company's various operations and investing in accounting personnel.

Until the material weaknesses are fully resolved, some uncertainty remains regarding the company's financial reporting, particularly given the company's substantial international exposure and decentralized operating structure. Moody's notes that these weaknesses would be much more problematic if management were facing a more challenging market environment.

Moody's last rating action on Dresser was April 11, 2007, at which time Moody's assigned Dresser's -- Current Ratings with a negative rating outlook.

Dresser, Inc. is headquartered in Addison, Texas.

ECOVENTURE WIGGINS: Wants to Sell Unit, Boat Slip for $3.1MM------------------------------------------------------------Bloomberg News reports that Ecoventure Wiggins Pass, Ltd., and its debtor-affiliates are asking the U.S. Bankruptcy Court for the Middle District of Florida for authority to sell one unit plus a boat slip at the luxury condominium project in Naples,Florida, for $3.1 million.

The project is known as The Aqua at Pelican Isle Yacht Club, the report specifies.

Headquartered in Tampa, Florida, Ecoventure Wiggins Pass, Ltd.develops real estate. The company and two of its affiliates, Aqua at Pelican Isle Yacht Club Marina Inc. and Pelican Isle Yacht Club Partners, Ltd., filed for Chapter 11 protection on June 24, 2008 (Bankr. M.D. Fla. Lead Case No.08-09197). Harley E. Riedel, Esq., and Stephen R. Leslie, Esq., at Stichter, Riedel, Blain & Prosser, represent the Debtors in their restructuring efforts. When the Debtors filed for protection against their creditors, they listed assets of $134,000,000 and debts of $101,000,000.

ELCOM INTERNATIONAL: Dec. 31 Balance Sheet Upside Down by $1.1MM----------------------------------------------------------------Elcom International Inc. reported that for the year ended Dec. 31, 2007, it posted a net loss of $3,765,000 on revenues of $5,377,000.

At Dec. 31, 2007, the company's balance sheet showed total assets of $3,851,000, total liabilities of $5,041,000, and stockholders' deficit of $1,190,000.

Malone Bailey, PC, in Houston, Texas, expressed substantial doubt about Elcom International Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the year ended Dec. 31, 2007. The auditing firm pointed to the company's recurring losses from operations and accumulated deficit.

Elcom has incurred net losses every year since 1998. As of December 31, 2007, Elcom had approximately $947,000 of cash and cash equivalents and current assets of approximately $3,166,000. Current liabilities amounted to approximately $4,858,000. Elcom has incurred significant losses and has used cash in operating activities in each of the last several years, including $3,744,000 in 2007, which raises substantial doubt about Elcom's ability to continue as a going concern.

Elcom's ability to continue as a going concern is primarily dependent upon its ability to grow revenue and attain further operating efficiencies and, if necessary, to also attract additional capital. Elcom believes that as a result of its recent issuances of convertible loan notes, that it has the funds required to perform under its current contracts. During October and November 2007, Elcom received bridge loans from a non-US investor of GBP750,000 -- approximately $1,551,000. The loans are repayable upon demand and convertible at the option of the Payee into shares of common stock, at the price of 3.5p per share, subject to adjustment, downwards only, in the event that Common Stock or any equity instruments are issued at a price lower than 3.5p at anytime. The loans are expected to be converted into shares at some stage in the future. The convertible notes that were issued in connection with these bridge loans were issued in reliance on the exemption from registration under Regulation S promulgated under the Securities Act of 1993, as amended. A discount of $653,969 was recorded for the imputed interest rate upon issuance of the convertible notes. The discount is amortized utilizing the effective interest method over the period commencing on the issuance date to the stated maturity date.

About Elcom International

Elcom International Inc. -- http://www.elcom.com/-- develops online managed services for eProcurement and eMarketplaces thatenable buyers and sellers to transact seamlessly over the Internetand create additional sources of revenue and increase market sharefor partners. Its core products and services include application software designed to automate the entire procurement process from sourcing to spend analysis, hosting and application management services including all hardware and software required to operate an eProcurement and eMarketplace system and ongoing support to manage catalogues and designated end users.

Elcom is headquartered outside of Boston, in Norwood, Massachusetts. Its main country of operation is the U.S., howeverit also provides additional support to its U.K. customer basethrough home based employees. Elcom International Inc.'s stock trades on the Pink Sheets in the United States under the symbol ELCO.

ENCAP GOLF: Can Terminate Meadowlands Deal With Trump Organization------------------------------------------------------------------Newsday.com reports that the U.S. Bankruptcy Court for the District of New Jersey gave EnCap Golf Holdings, LLC, permission to terminate the Meadowlands Development Venture, a deal with the Trump Organization to transform polluted wetlands in New Jersey into a housing and golf complex.

According to Newsday.com, Trump assumed control of the project in November 2007, after the state's inspector general spotted problems in the project.

The attorneys for EnCap Golf told The Record of Bergen County that the company doesn't have the money to go through with the Trump deal. Newsday.com relates that the lawyers said the company hasn't ruled out negotiating with Trump.

Headquartered in East Rutherford, New Jersey, EnCap GolfHoldings, LLC, a subsidiary of Cherokee Investment Partners ofNorth Carolina, develops closed landfills and other brownfieldproperties into golf courses.

The company and its affiliate, NJM Capital LLC, filed for Chapter 11 protection on May 8, 2008 (Bankr. D. N.J. Lead Case No. 08-18581). Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman & Leonard, P.A., in Hackensack, New Jersey, represents the Debtors. The U.S. Trustee for Region 3 appointed five creditors to serve on an Official Committee of Unsecured Creditors. Greenberg Traurig LLP represents the Committee in this case. The Debtors' schedules disclose total assets of $70,056,038 and total liabilities of $458,587,968.

ENRON CORP: Bankruptcy Court Won't Address Securities Issues------------------------------------------------------------The U.S. Bankruptcy Court for the Southern District of New Yorkgranted in part and denied in part a request by Goldman, Sachs,& Co. to exclude Enron Creditors Recovery Corp.'s SecuritiesActs Arguments in the requests for summary judgment.

Goldman and other defendants argued that the doctrine of judicial estoppel precluded Enron from asserting its Securities Act Arguments in its objection to the requests for Summary Judgment. Alternatively, Goldman and the Defendants asked the Bankruptcy Code to refer the Summary Judgment Motions to the U.S. District Court for the Southern District of New York.

Enron argued that the Bankruptcy Court can consider the application of the Securities Act Arguments in relation to whether the Enron Commercial Paper was deemed a security at the time of its purported retirement.

The Court held that judicial estoppel might not apply the issue of the Summary Judgment Motions if a party has a good explanation for pursuing an incompatible theory, if no onewas misled, and if a party's prior position was based on inadvertence or mistake. The Court held that Enron was not "playing fast and loose" with the system and the integrity of the judicial process was not compromised even if Enron first made representations with the District Court about the relevance of the Securities Act Arguments. Therefore, the Court said that the concerns underlying the judicial estoppel does not apply in the dispute between Enron and Goldman.

The Court held that the Bankruptcy Court has no jurisdiction over the Securities Act Arguments issues in relation to the Summary Judgment Motions. The Court held that it is premature for the summary judgment request to be referred to the District Court as there are certain preliminary issues that may result in never reaching any Securities Act issues.

The Court denied Goldman's request to strike portions of Enron's brief or opposition containing issues related to the Securities Act Arguments and Goldman's alternative relief to refer the summary judgment requests to the District Court is denied. However, the Court granted Goldman's request not to consider the Securities Act Arguments in the summary judgment requests.

(b) Enron's Securities Acts Arguments in the Motions for Summary Judgment because Enron is barred by the doctrine of judicial estoppel.

Michael Schatzow, Esq., at Venable LLP, in Baltimore, Maryland, on behalf of Enron, argued that Goldman Sachs' judicial estoppel argument fails because both Enron and the Southern New York District Court have clearly stated that withdrawal of the reference was not necessary since Enron's claims could be decided by the Bankruptcy Court without ever reaching the Securities Law Argument.

Enron has asked the Court to deny Goldman's Motion to Exclude the Experts' Opinions because its accusations in the request are baseless and it fails in numerous levels.

Goldman Sachs asserted that the merits of Enron's Securities Act Arguments is nothing more than a repeat of Goldman's argument of whether Enron has established a genuine dispute of material fact regarding transparent manipulation. Goldman also argued that Enron failed to raise the Securities Act Argument in its answers to Goldman's contention interrogatories and therefore, Enron has waived the right to raise the Argument in its objection to Goldman's Motion for Summary Judgment.

In a separate order, the Court allowed the Securities and Exchange Commission to intervene in the Enron adversary proceeding, after determining that SEC's intervention in the Adversary Proceeding will not prejudice Enron. The Court also allowed the SEC to file a brief in support of the Defendants' Summary Judgment Requests.

Enron opposed the SEC's intervention in the Adversary Proceeding, arguing that Enron has already proven that the Defendants had no expectation of finality for the commercial paper transfers as they were repeatedly advised and warned that the Enron CP prepayments were subject to preference risk and could be avoided if Enron filed for bankruptcy. Therefore, the goals relied upon by the SEC to support its summary judgment request has not valid relevance to the Enron CP prepayments.

The Debtors filed their Chapter Plan and Disclosure Statement on July 11, 2003. On Jan. 9, 2004, they filed their fifth Amended Plan and on the same day the Court approved the adequacy of the Disclosure Statement. On July 15, 2004, the Court confirmed the Debtors' Modified Fifth Amended Plan and that plan was declared effective on Nov. 17, 2004. (Enron Bankruptcy News, Issue No. 210; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000)

ENRON CORP: Texas Court Okays $7.2 Billion Allocation Plan----------------------------------------------------------The Hon. Melinda Harmon of the U.S. District Court for the Southern District of Texas approve a plan of allocation proposed by the Regents of the University of California, as lead plaintiff in a class action suit commenced by a group of Enron Corp. shareholders against Enron's former lenders and officers.

The allocation plan contemplates a distribution of $7,227,000,000 in settlement amounts UC obtained from several defendants in the suit on behalf of Enron's investors.

Judge Harmon found that the Regents has given the best notice practicable under the circumstances and has fully satisfied all applicable notice requirements under Rules 23(e) and 23(c)(2) of the Federal Rules of Civil Procedure. The Plan of Allocation, according to the Regents, was described in detail in a notice sent to all persons and their beneficiaries who purchased or acquired any Enron securities or Enron-related securities by any method from September 9, 1997, to December 2, 2001.

The Plan of Allocation, among other things, outlines procedures to distribute the settlement proceeds to about 1,500,000 individual and institutional investors, including pension funds. The Plan requires that eligible investors must have purchased Enron stock between September 9, 1997, and December 2, 2001.

Under the Plan, investors will receive an average of $6.79 per share of common stock and an average of $168.50 per share of preferred stock. The Plan also provides that the actual recovery received by class members depends on the timing of their purchases and sales of Enron securities as well as other factors.

Several parties objected to the Plan, arguing among other things, that (a) the eligible period for reimbursement of December 2, 2001, was too early; (b) the Plan excludes persons who acquired Enron securities during or prior to the eligible period by means of a gift, inheritance or operation of law and held them during the eligible period; and (c) the Plan improperly intermingles funds from different settlements and thereby unfairly dilutes the recovery of of certain class member owners.

Objections filed by several class members, including the J. Corman Family Limited Partnership, the Ruben Parties, and Nathanial Pulsifer, as Trustee of the Shooter's Hill Revocable Trust, have been resolved. Objections raised by the Stanley Majors, Larry Fenstad and Dorothy Lancaster McCoppin, the Silvercreek Plaintiffs, Wiley M. Cauthen, the Fiduciary Counselors, and P.E. Ilavia, were overruled, after Judge Harmon found that, among other things, that the Plan was negotiated at arm's length, with no evidence or allegations of collusion, and that the allocation of settlement proceeds is fair, reasonable and adequate for class members.

The $7,227,000,000 settlement, according to The Houston Chronicle, is the largest ever in U.S. securities litigation. The second largest was in WorldCom's securities litigation with a $6,100,000,000 settlement, the Chronicle said, citing a report prepared by the Securities Class Action Clearinghouse at Stanford University.

The Debtors filed their Chapter Plan and Disclosure Statement on July 11, 2003. On Jan. 9, 2004, they filed their fifth Amended Plan and on the same day the Court approved the adequacy of the Disclosure Statement. On July 15, 2004, the Court confirmed the Debtors' Modified Fifth Amended Plan and that plan was declared effective on Nov. 17, 2004. (Enron Bankruptcy News, Issue No. 210; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000)

ENRON CORP: Coughlin Gets $688MM in Fees From Shareholder Suit--------------------------------------------------------------The Hon. Melinda Harmon of the U.S. District Court for theSouthern District of Texas, granted payment of $688,000,000, plus interest, to Coughlin Stoia Rudman & Robbins LLP, the leadcounsel for the class of shareholders in their lawsuit againstEnron Corp.

Coughlin's fees represents 9.52% of the $7,227,000,000 total recovery, in accordance with a fee agreement negotiated with the Regents of the University of California at the outset of the litigation. Judge Harmon held that the fee agreement was negotiated at arm's length, is fair and reasonable, and should be enforced as a matter of law under the Private Securities Litigation Reform Act of 1995.

Judge Harmon, in a 209-page opinion, noted that the shareholders' litigation has been going since the fall of 2001, over six years, and the record attests to a long, difficult fight that justifies honoring the fee agreement's 9.52%. The sheer size, the diversity of Enron securities and investors, and the risks posed by a lengthy duration of a complex litigation were daunting, especially because under the fee agreement Coughlin agreed to advance all costs and to look only to an uncertain recovery for reimbursement of expenses and payment of attorneys' fees in what was bound to be a long and difficult litigation, Judge Harmon further noted.

Judge Harmon also found that Coughlin's heavy use of experienced and skilled partner-level attorneys, which was objected to, was appropriate. The Court found that the evidence does not indicate overstaffing, but instead reflects a most efficient use of staff.

Judge Harmon said, with Coughlin's subsequent substantial work up to and including December 15, 2007, including the Plan of Allocation, Coughlin and co-counsel collectively have spent a total of 289,593.35 hours on the Enron shareholder litigation at a blended hourly rate of $456, resulting in a lodestar of $131,971,583.20, and they request a multiplier of 5.2.

Judge Harmon noted that only the Fiduciary Counselors acting on behalf of the Enron Savings Plan and the Enron Stock Option Plan has voiced objections to the fee request. She found that general acceptance of the requested fee amount by all the pension funds and all but one institutional investor strongly supports the reasonableness of enforcing the fee agreement.

"We're pleased that the Court recognizes the tremendous amount of work, skill and determination required to overcome significant obstacles in this complicated case and recover over $7 billion for defrauded investors," said Patrick Coughlin, chief trial counsel for the firm that ran the litigation, told The Houston Chronicle.

Coughlin's $688,000,000 of legal fees is the largest fees ever paid in the history of U.S. securities litigation, the Chronicle said.

The Debtors filed their Chapter Plan and Disclosure Statement on July 11, 2003. On Jan. 9, 2004, they filed their fifth Amended Plan and on the same day the Court approved the adequacy of the Disclosure Statement. On July 15, 2004, the Court confirmed the Debtors' Modified Fifth Amended Plan and that plan was declared effective on Nov. 17, 2004. (Enron Bankruptcy News, Issue No. 210; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000)

EPICEPT CORP: Compensation Panel Okays Grant of 205,000 Options---------------------------------------------------------------On September 8, 2008, the Compensation Committee of the Board of Directors of EpiCept Corporation approved the grant of 205,000 options to purchase shares of the company's common stock, par value $0.0001, to certain of the company's executive officers pursuant to the company's 2005 Equity Incentive Plan. The Options expire on September 8, 2018, have an exercise price of $0.63 per share, and vest immediately.

Based in Tarrytown, New York, EpiCept Corporation (NASDAQ:EPCT) --http://www.epicept.com/-- is a specialty pharmaceutical company focused on the development of pharmaceutical products for thetreatment of cancer and pain. The company has a portfolio of fiveproduct candidates in active stages of development. It includesan oncology product candidate submitted for European registration,two oncology compounds, a pain product candidate for the treatmentof peripheral neuropathies and another pain product candidate forthe treatment of acute back pain. The two wholly ownedsubsidiaries of the company are Maxim, based in San Diego,California, and EpiCept GmbH, based in Munich, Germany, which areengaged in research and development activities.

EpiCept Corp.'s consolidated balance sheet at March 31, 2008,showed a stockholders' deficit of $15,570,000, compared to adeficit of $14.1 million at Dec. 31, 2007.

Going Concern Doubt

Deloitte & Touche LLP, in Parsippany, New Jersey, expressedsubstantial doubt about EpiCept Corp.'s ability to continue as agoing concern after auditing the company's consolidated financialstatements for the year ended Dec. 31, 2007. The auditing firmpointed to the company's recurring losses from operations andstockholders' deficit.

The company disclosed in its Form 10-Q for the first quarter endedMarch 31, 2008, that to date it has not generated any meaningfulrevenues from the sale of products and may not generate any suchrevenues for a number of years, if at all. As a result, thecompany has an accumulated deficit of $176,926,000 as of March 31,2008, and may incur operating losses for a number of years.

EPIX PHARMA: Collaboration With Bayer Schering Ends March 2009--------------------------------------------------------------On September 4, 2008, EPIX Pharmaceuticals, Inc. disclosed in a regulatory filing with the Securities and Exchange Commission that Bayer Schering Pharma AG, Germany notified the Company that it is terminating the Amended and Restated Strategic Collaboration Agreement by and between the Company and Bayer Schering, dated as of June 9, 2000 and amended as of December 22, 2000, effective March 1, 2009. Accordingly, the worldwide commercial rights for the Company's blood pool magnetic resonance angiography agent, Vasovist, will be transferred back to the Company on that date. The parties are negotiating the final terms of the transfer of those commercial rights.

Under the Agreement, the Company granted Bayer Schering an exclusive license to co-develop and market Vasovist worldwide. Generally, each party to the Agreement shares equally in Vasovist costs and profits in the United States. Pursuant to the terms of the Agreement, the Company retained responsibility for completing clinical trials and filing for U.S. Food and Drug Administration approval in the United States and Bayer Schering retained responsibility for clinical and regulatory activities for Vasovist outside the United States. In addition, the Company is entitled to receive a royalty on products sold outside the United States and, if Vasovist is approved and launched in the United States, a percentage of Bayer Schering's operating profit margin on products sold in the United States.

Under the Agreement, Bayer Schering had the right to terminate the Agreement at any time on a region-by-region basis or in its entirety, upon six months written notice to the Company, which right was exercised as described above. In addition, either party may terminate the Agreement while still in effect upon thirty days notice if there is a material breach.

In a press release, the company said that until March 1, 2009, Bayer Schering Pharma will continue to provide continued supply of Vasovist in the 19 countries where it is currently marketed."We are pleased to regain complete worldwide commercial rights for Vasovist which has a PDUFA date of December 31, 2008," said Elkan Gamzu, Ph.D., interim chief executive officer of EPIX. "Pending FDA approval, Vasovist is positioned to become the first MRA contrast agent approved in the United States and it could be launched in 2009. Our goal remains to maximize the commercial value of Vasovist and we are committed to executing our monetization strategy which includes finding a marketing and commercialization partner for Vasovist."

"Vasovist is a first-in-class blood specific MRA contrast agent with several distinctive characteristics that we believe may allow it to become a market leader in the United States," added Chen Schor, chief business officer of EPIX. "Vasovist has demonstrated good resolution angiography, a high signal per dose, a long imaging window timeframe and single-dose imaging of multiple vessel beds. We believe these characteristics coupled with a streamlined commercial rights profile should make this an appealing opportunity for a company interested in building or strengthening its competitive position in the MRA market."

According to Bayer Schering Pharma, the company is committed to ensuring that patients and physicians in the countries where Vasovist is currently marketed have continued access to Vasovist during this transition period.

About EPIX Pharmaceuticals

Headquartered in Lexington, Mass., EPIX Pharmaceuticals Inc.(NasdaqGM: EPIX) -- http://www.epixmed.com/-- is a biopharmaceutical company focused on discovering and developingnovel therapeutics through the use of its proprietary and highlyefficient in silico drug discovery platform. The company has apipeline of internally-discovered drug candidates currently inclinical development to treat diseases of the central nervoussystem and lung conditions. EPIX also has collaborations withleading organizations, including GlaxoSmithKline, Amgen, CysticFibrosis Foundation Therapeutics, and Bayer Schering Pharma AG,Germany.

The Troubled Company Reporter reported on Aug. 27, 2008, that at June 30, 2008, the company's balance sheet showed total assets of $63.6 million and total liabilities of $139.2 million, resulting in a stockholders' deficit of $75.6 million. Net loss for the second quarter ended June 30, 2008 was $2.3 million, compared with $18.0 million for the quarter ended June 30, 2007.

FANNIE MAE: Regulator Opposes Ex-CEO's Severance Payment--------------------------------------------------------James R. Hagerty at the Wall Street Journal reports that the Federal Housing Finance Agency, the regulator of Fannie Mae and Freddie Mac which has assumed control of the companies, said on Sunday that it disagrees to the companies' severance payments for their ousted chief executive officers -- Fannie Mae's CEO Daniel H. Mudd, and Freddie Mac's Richard F. Syron.

According to WSJ, FHFA cited "applicable statute and regulation" for its decision not to allow Freddie Mac and Fannie Mae to make the severance payments.

Published reports say that the former CEOs would have received millions of dollars in severance payments under their contracts.

ABI World reports that Senator Barack Obama and two other Democrats have urged federal housing regulators to cut the exit-compensation package of the former CEOs.

If the regulator hadn't intervened, Mr. Mudd's exit package could total up to $8 million, and Mr. Syron could have $15 million, WSJ says, citing James F. Reda & Associates LLC senior consultant, David Schmidt. WSJ states that the severance payments include pensions, continuing benefits, and other payments the companies' boards might grant.

According to WSJ, an FHFA official said on Monday that Messrs. Mudd and Syron are still eligible for the pensions and 401k savings plans they built up while working at the two giant mortgage investors. Mr. Mudd's pension and 401k plan has an estimated value of $5.6 million, and for Mr. Syron the figure is $4 million, WSJ says, citing the official.

The FHFA, WSJ reports, won't allow additional severance payments of about $2.3 million that could have gone to Mr. Mudd and $10.3 million for Mr. Syron.

About Fannie Mae

The Federal National Mortgage Association -- (FNMA) (NYSE: FNM) -- commonly known as Fannie Mae, is a shareholder-owned U.S.government-sponsored enterprise. Fannie Mae has a federal charter and operates in America's secondary mortgage market, providing mortgage bankers and other lenders funds to lend to home buyers at low rates.

Fannie Mae was created in 1938, under President Franklin D.Roosevelt, at a time when millions of families could not becomehomeowners, or risked losing their homes, for lack of a consistent supply of mortgage funds across America. The government established Fannie Mae to expand the flow of mortgage funds in all communities, at all times, under all economic conditions, and to help lower the costs to buy a home.

In 1968, Fannie Mae was re-chartered by the U.S. Congress as ashareholder-owned company, funded solely with private capitalraised from investors on Wall Street and around the world.

Fannie Mae is the U.S. largest mortgage buyer, according to TheNew York Times.

FOCUS ENHANCEMENTS: Files for Ch. 11 Bankruptcy in California-------------------------------------------------------------Focus Enhancements Inc. filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Northern District of California. The company will continue to operate its business as a "debtor-in-possession" under the jurisdiction of the Court.

On Sept. 15, 2008, the company received notification from the NASDAQ Listing Qualifications Panel that the Panel has determined to delist the company's securities from The NASDAQ Capital Market, effective at the open of business on Sept. 17, 2008.

The company had presented a plan of compliance on Sept. 4, 2008, to the NASDAQ Listing Qualifications Panel and requested additional time to regain compliance with the minimum stockholders' equity and bid price requirements for continued listing on The NASDAQ Capital Market.

On Sept. 15, 2008, six of the company's seven Board members, having approved a resolution to file a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code, submitted their letters of resignation, effective immediately.

Brett A. Moyer, President and Chief Executive Officer of Focus Enhancements Inc. remained as the company's sole Board member.

Second Quarter 2008 Financial Results

The company's revenue for the second quarter of 2008 was $4.0 million, compared to $8.4 million reported for the same quarter of 2007. The decrease is primarily attributable to lower DTE disk recorder sales. Operating expenses for the second quarter of 2008 were $7.4 million, compared with $7.6 million in the second quarter of 2007. R&D expenses were $4.2 million, compared to$4.0 million in 2007. Net loss for the second quarter was $6.7 million versus a net loss of $4.0 million in the same quarter of 2007.

Revenue for the six months ended June 30, 2008 was $7.9 million, compared to $15.4 million reported for the same period of 2007. Net loss for the six month period was $12.7 million versus a net loss of $8.4 million in the same period of 2007.

A full-text copy of the company's Second Quarter 2008 Financial Results is available for free at:

FORD MOTOR: Tracinda Corp. Discloses 6.43% Equity Stake-------------------------------------------------------Tracinda Corporation and Kirk Kerkorian disclosed in a Schedule 13D filing with the U.S. Securities and Exchange Commission that they may be deemed to beneficially own 140,800,000 shares of Ford Motor Co. common stock or 6.43% of the outstanding shares. Percentage calculated on the basis of 2,190,498,174 shares of common stock issued and outstanding as of July 29, 2008.

As of Aug. 28, 2008, Tracinda entered into Value Sharing Agreements with Christensen, Glaser, Fink, Jacobs, Weil & Shapiro, LLP, Jerome B. York and Alex Yemenidjian. The Value Sharing agreement for Mr. York references an existing Agreement for Services between Tracinda and Mr. York pursuant to which Mr. York provides consulting services.

The company has operations in Japan in the Asia Pacific region. In Europe, the company maintains a presence in Sweden, and the United Kingdom. The company also distributes its brands in various Latin-American regions, including Argentina and Brazil.

* * *

As reported in the Troubled Company Reporter on Aug. 5, 2008,Fitch Ratings has downgraded the issuer default rating of FordMotor Company and Ford Motor Credit Company LLC to 'B-' from 'B'. The Rating Outlook remains Negative. The downgrade reflects: the further deterioration in Ford's U.S. sales as a result of economic conditions, an adverse product mix and the most recent jump in gas prices; portfolio deterioration at Ford Credit and heightened concern regarding economic access to capital to support financing requirements; and escalating commodity costs that will remain a significant offset to cost reduction efforts.

FORD MOTOR: June 30 Balance Sheet Upside-Down by $1.7 Billion-------------------------------------------------------------Ford Motor Co., in a Securities and Exchange Commission filing, disclosed $265.3 billion in total assets, $265.52 billion in total liabilities, resulting in $1.7 billion in total shareholders' deficit, as of June 2008.

Ford posted $8.67 billion in net losses on $41.51 billion in net revenues for the second quarter ended June 30, 2008, compared with $750 million in net profit on $44.24 billion in net revenues for the same period in 2007.

Ford posted $8.57 billion in net losses on $85.04 billion in net revenues for the first half ended June 30, 2008, compared with $468 million in net profit on $87.26 billion in net revenues for the same period in 2007.

The company has operations in Japan in the Asia Pacific region. In Europe, the company maintains a presence in Sweden, and the United Kingdom. The company also distributes its brands in various Latin-American regions, including Argentina and Brazil.

* * *

As reported in the Troubled Company Reporter on Aug. 5, 2008,Fitch Ratings has downgraded the issuer default rating of FordMotor Company and Ford Motor Credit Company LLC to 'B-' from 'B'. The Rating Outlook remains Negative. The downgrade reflects: the further deterioration in Ford's U.S. sales as a result of economic conditions, an adverse product mix and the most recent jump in gas prices; portfolio deterioration at Ford Credit and heightened concern regarding economic access to capital to support financing requirements; and escalating commodity costs that will remain a significant offset to cost reduction efforts.

FREDDIE MAC: Regulator Opposes Ex-CEO's Severance Payment---------------------------------------------------------James R. Hagerty at the Wall Street Journal reports that the Federal Housing Finance Agency, the regulator of Fannie Mae and Freddie Mac which has assumed control of the companies, said on Sunday that it disagrees to the companies' severance payments for their ousted chief executive officers -- Fannie Mae's CEO Daniel H. Mudd, and Freddie Mac's Richard F. Syron.

According to WSJ, FHFA cited "applicable statute and regulation" for its decision not to allow Freddie Mac and Fannie Mae to make the severance payments.

Published reports say that the former CEOs would have received millions of dollars in severance payments under their contracts.

ABI World reports that Senator Barack Obama and two other Democrats have urged federal housing regulators to cut the exit-compensation package of the former CEOs.

If the regulator hadn't intervened, Mr. Mudd's exit package could total up to $8 million, and Mr. Syron could have $15 million, WSJ says, citing James F. Reda & Associates LLC senior consultant, David Schmidt. WSJ states that the severance payments include pensions, continuing benefits, and other payments the companies' boards might grant.

According to WSJ, an FHFA official said on Monday that Messrs. Mudd and Syron are still eligible for the pensions and 401k savings plans they built up while working at the two giant mortgage investors. Mr. Mudd's pension and 401k plan has an estimated value of $5.6 million, and for Mr. Syron the figure is $4 million, WSJ says, citing the official.

The FHFA, WSJ reports, won't allow additional severance payments of about $2.3 million that could have gone to Mr. Mudd and $10.3 million for Mr. Syron.

About Freddie Mac

The Federal Home Loan Mortgage Corporation -- (FHLMC) NYSE: FRE -- commonly known as Freddie Mac, is a stockholder-owned government-sponsored enterprise authorized to make loans and loan guarantees. Freddie Mac was created in 1970 to provide a continuous and low cost source of credit to finance America's housing.

Freddie Mac conducts its business primarily by buying mortgagesfrom lenders, packaging the mortgages into securities and selling the securities -- guaranteed by Freddie Mac -- to investors. Mortgage lenders use the proceeds from selling loans to Freddie Mac to fund new mortgages, constantly replenishing the pool of funds available for lending to homebuyers and apartment owners.

FREMONT GENERAL: Nov. 10 Set as Deadline for Filing Claims----------------------------------------------------------Aaron Brooks of Kurtzman Carson Consultants LLC filed on Sept. 12, 2008, a certificate of service of notice of bar dates for filing proofs of claim in Fremont General's bankruptcy case. He certified that on Sept. 11, 2008, he served these documents:

Dec. 10 -- any entity, such as guarantor, surety, endorser, or co-debtor, under Sec. 501(b) of the Bankruptcy Code and Rule 3005 of the Federal Rules of Bankruptcy Procedure.

Dec. 15 -- governmental bar date

In its order, the United States Bankruptcy Court for the Central District of California also set these deadlines for the filing of proofs of claim:

a) Avoidance Claims Bar -- later of (a) the General Bar Date; Date or (b) the first business day that is 30 calendar days after entry of the order authorizing the avoidance of the transfer;

b) Claims arising under -- later of (a) the General Bar Bankruptcy Sec. 502(i) Date; or (b) the first business with respect to the day that is 30 calendar days assessment of certain after such tax claim arises taxes (502(i) Bar Date)

c) Rejection Bar Date -- the later of (a) the General Bar (pursuant to Date; or (b) the first business Bankruptcy Sec. 502(g) day that is 30 calendar days after the entry of the order approving the rejection of the executory contract or unexpired lease

Prior Bar Date and the Prior Notice Date Are Vacated

The Court ruled at a status conference on August 14, 2008, that the general bar date would be Oct. 22, 2008, and that a bar date notice was to be served by August 22, 2008. At the request of the Debtor and the Official Committee of Unsecured Creditors, the Court ordered that the prior bar date and the prior notice date be vacated.

Proofs of claim must be filed with the Clerk of Court, by mail, in person, electronically, or by personal service by 4:00 p.m. (California time) on the applicable Claims Bar Date. Proofs of claim may not be filed by facsimile or electronic mail. Proofs of claim that previously were filed with the Clerk of the Court need not be re-filed.

If a creditor does not timely file with the Court a proof of claim, and if that creditor's claim is not scheduled, is scheduled in the amount of $0, or is scheduled as disputed, unknown, contingent, or unliquidated in the Debtor's Schedules, then that creditor will be forever barred from: a) participating in any manner in Debtors' Chapter 11 cases; b) voting with respect to any Chapter 11 plan; and c) receiving any distribution under any Chapter 11 plan confirmed in the Debtor's case.

About Fremont General

Based in Santa Monica, Calif., Fremont General Corp. (OTC: FMNTQ) -- http://www.fremontgeneral.com/-- was a financial services holding company with $8.8 billion in total assets at Sept. 30, 2007. Fremont General ceased being a financial services holding company on July 25, 2008, when its wholly owned bank subsidiary, Fremont Reorganizing Corporation (f/k/a Fremont Investment & Loan) completed the sale of its assets, including all of its 22 branches, and 100% of its $5.2 billion of deposits to CapitalSource Bank.

In its schedules, Fremont General reported $362,227,537 in total assets and $326,529,372 in total debts. When the Debtor filed for protection from its creditors, it listed total assets of $643,197,000 and total debts of $320,630,000.

GENERAL MOTORS: Southeastern Asset Discloses 2.3% Equity Stake--------------------------------------------------------------Southeastern Asset Management, Inc. discloses in a regulatory filing with the Securities and Exchange Commission that it may be deemed to beneficially own as of August 31, 2008, 34,174,000 shares of Series B Convertible Senior Debentures, which represents 32.9% of the 104,000,000 shares outstanding.

Longleaf Partners Fund, in the same filing, disclosed that it may be deemed to beneficially own 17,230,000 shares of Series B Convertible Senior Debentures, which represents 16.6% of the 104,000,000 shares outstanding.

The 34,174,000 shares of Series B Convertible Senior Debentures are convertible into 13,163,825 shares of common stock.

In a separate filing, Southeastern Asset Management said that the 13,163,825 shares of General Motors Corporation common stock represents 2.3% of outstanding common shares. There are 566,162,606 shares of common stock outstanding.

Southeastern Asset Management is a registered investment adviser. All of the securities disclosed are owned legally by Southeastern's investment advisory clients and none are owned directly or indirectly by Southeastern. O. Mason Hawkins is the chairman of the board and C.E.O. of Southeastern Asset Management, Inc.

Southeastern Asset Management has sole power to vote or to direct the vote of 5,238,720 common shares. It has shared power to vote or to direct the vote of 6,636,996 common shares, with Longleaf Partners Fund. Southeastern Asset Management has no power to vote 1,288,109 common shares -- this figure does not include 201,845 common shares held by completely non-discretionary accounts over which Southeastern Asset Management and Mr. Hawkins have neither voting nor dispositive power and for which they disclaim beneficial ownership. Southeastern Asset Management has the sole power to dispose or to direct the disposition of 6,520,280 common shares and the shared power to dispose or to direct the disposition of 6,636,996 common shares, with Longleaf Partners Fund. It does not have the power to dispose of 6,548 common shares.

About General Motors

Headquartered in Detroit, Michigan, General Motors Corp. (NYSE:GM) -- http://www.gm.com/-- was founded in 1908. GM employs about 266,000 people around the world and manufactures cars andtrucks in 35 countries. In 2007, nearly 9.37 million GM cars andtrucks were sold globally under the following brands: Buick,Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel,Pontiac, Saab, Saturn, Vauxhall and Wuling. GM's OnStarsubsidiary is the industry leader in vehicle safety, security andinformation services.

At June 30, 2008, the company's balance sheet showed total assetsof $136.0 billion, total liabilities of $191.6 billion, and totalstockholders' deficit of $56.9 billion. For the quarter endedJune 30, 2008, the company reported a net loss of $15.4 billionover net sales and revenue of $38.1 billion, compared to a netincome of $891.0 million over net sales and revenue of $46.6billion for the same period last year.

H&H MEAT: Court Approves Reorganization Plan--------------------------------------------Sean Gaffney of The Monitor (Tex.) reports that a federal bankruptcy court has approved the debt reorganization plan of H&H Meat Products Co., Inc. dba H&H Foods earlier this month. It means secured creditors totaling some $5.6 million will be paid in full while unsecured creditors totaling some $1.6 million will receive half the debt owed, the report said.

Under the plan, H&H Foods expects to borrow $9.5 million from Regents Bank to pay off creditors, particularly Wells Fargo Bank, and restructure short-term debt into long-term debt, the report said citing court records. H&H will also borrow some $1.09 million against a life insurance policy for company C.E.O. Liborio Hinojosa.

H&H will pay in full its $1.09 million debt to Compass Bank. It will pay in full and some in half $673,000 in debt to 75 other Valley businesses. Harlingen-based Valley Trucking Co. will receive close to $4,900 of the $9,773 it is owed. Meanwhile, H&H is disputing $1.61 million in claims of Rio Bank, according to the report.

Liborio Hinojosa Sr., will retain his position atop the company after the settlement, the report said. Mr. Hinojosa, gave to H&H real estate adjacent worth some $660,000 as part of a capital infusion so he could retain his primary shareholder status, records state, according to the report. Other shareholders will each make cash infusions of $170,000 to retain their shareholder status, the report stated.

The company has reportedly secured a $3.4 million contract with Region One schools.

Adolfo Campero Jr., Esq., the company's Laredo-based attorney, said the company will continue to operate, but will concentrate its operation as a food processor.

HILEX POLY: Shuts Down Plant in Old Mount Olive Highway-------------------------------------------------------Goldsboro News Argus (N.C.) reports that Hilex Poly Co. LLC has shut down its manufacturing plant on Old Mount Olive Highway in Mount Olive.

Hilex Poly, formerly Sonoco and a subsidiary of the HPC group of companies in Los Angeles, operated 10 manufacturing facilities across the United States.

In a press release, the Debtor reportedly said that the closure of the Mount Olive plant was "part of an ongoing asset optimization plan that the company has been implementing since its acquisition of Vanguard Plastics in October of 2005." The company is reducing production capacity as demand for plastic bags wanes.

According to the report, Hilex Poly officials noted that decision places about 160 employees on administrative leave for 60 days, while another 20 to 25 will help shut the plant down, though manufacturing operations have ceased. As reported by the Troubled Company Reporter on Sept. 17, Hilex Poly will begin laying off workers at the plant at around Nov. 10.

About Hilex Poly

Headquartered in Hartsville, South Carolina, Hilex Poly Co. LLC-- http://www.hilexpoly.com/-- manufactures plastic bag and film products. The company has approximately 1,324 personnel and has10 manufacturing facilities located in the United States. Thecompany and its affiliate, Hilex Poly Holding Co. LLC, filedfor Chapter 11 protection on May 6, 2008 (Bankr. D. Del. Lead CaseNo.08-10890). Hilex Poly is a majority-owned subsidiary of HilexPoly Holding Co. LLC. Edmon L. Morton, Esq., and Kenneth J.Enos, Esq., at Young, Conaway, Stargatt & Taylor in Wilmington,Delaware, represent the Debtors in their restructuring efforts.The Debtors selected Epiq Bankruptcy Solutions LLC as claimsagent. The U.S. Trustee for Region 3 did not appoint creditorsto serve on an Official Committee of Unsecured Creditors. Whenthe Debtors filed for protection from their creditors, they listedassets and debts of between $100 million and $500 million.

As reported in the Troubled Company Reporter on July 10, 2008,Hilex Poly emerged from Chapter 11 protection in July, aftermeeting all statutory requirements of the company's Plan ofReorganization.

Hovnanian posted $202.5 million in net losses on $716.5 million in net revenues for the three months ended July 31, 2008, compared with $77.6 million in net losses on $1.13 billion in net revenues for the three months ended July 31, 2008.

Hovnanian posted $674.1 million in net losses on $2.6 billion in net revenues for the nine months ended July 31, 2008, compared with $160.5 million in net losses on $3.4 billion in net revenues for the nine months ended July 31, 2007.

As of July 31, 2008, Hovnanian Enterprises had $4.1 billion in total assets, $3.3 billion in total liabilities, and $777.9 million in shareholders' equity.

"As we continue to compete against record foreclosures, higher than normal levels of resale listings and poor consumer confidence, the housing market remains challenging," said Ara K. Hovnanian, President and CEO. "Despite disappointing operating losses, we successfully generated cash during the third quarter and remain on track to end our fiscal year with approximately $800 million of homebuilding cash. We remain focused on generating sufficient liquidity to both weather this housing downturn and to take advantage of opportunities at the bottom of this housing cycle. The recently enacted $7,500 federal tax credit for first-time homebuyers should help spur some short-term demand, but more importantly, the fundamentals that drive long-term homebuilding demand, particularly expectations for household formation, are stronger than ever."

Hovnanian Enterprises Inc. (NYSE: HOV) -- http://www.khov.com/-- founded in 1959 by Kevork S. Hovnanian, chairman, is headquartered in Red Bank, New Jersey. The company is one of the nation's largest homebuilders with operations in Arizona, California, Delaware, Florida, Georgia, Illinois, Kentucky, Maryland, Michigan, Minnesota, New Jersey, New York, North Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia and West Virginia.

Hovnanian Enterprises, Inc. is a member of the Public HomeBuilders Council of America (PHBCA) -- http://www.phbca.org/-- a nonprofit group devoted to improving understanding of the business practices of America's largest publicly-traded home building companies, the competitive advantages they bring to the home building market, and their commitment to creating value for their home buyers and stockholders. The PHBCA's 14 member companies build one out of every five homes in the United States.

At April 30, 2008, the company's consolidated balance sheet showed $3.96 billion in total assets, $3.07 billion in total liabilities, $38.6 million in minority interest from inventory not owned, $1.4 million in minority interest from consolidated joint ventures, and $850.2 million in total stockholders' equity.

IDEARC INC: Hotchkis and Wiley Disclose Minimal Equity Stake------------------------------------------------------------Hotchkis and Wiley Capital Management, LLC, as investment adviser, disclosed in a regulatory filing with the Securities and Exchange Commission that it has ceased to be the beneficial owner of more than five percent of Idearc, Inc.'s common stock. Hotchkis and Wiley may be deemed to beneficially own 4,235 shares of Idearc, Inc.'s common stock, which is less than 1% of the outstanding shares.

The company is the exclusive official publisher of Verizon printdirectories in the markets in which Verizon is currently theincumbent local exchange carrier. The company uses the Verizonbrand on its print directories in its incumbent markets, as wellas in its expansion markets.

* * *

As reported in the Troubled Company Reporter on June 17, 2008,Standard & Poor's Ratings Services lowered its corporate creditrating on Idearc Inc. to 'B+' from 'BB'. S&P removed all ratingsfrom CreditWatch with negative implications, where they wereplaced on March 28, 2008. At the same time, S&P lowered itsissue-level rating on Idearc's senior secured credit facilities to'BB' from 'BBB-'. The recovery rating on these loans remainsunchanged at '1', indicating that lenders can expect very high(90%-100%) recovery in the event of a payment default. The outlook is stable.

S&P also lowered its issue-level rating on Idearc's seniorunsecured notes to 'B-' from 'BB-'. S&P revised the recoveryrating on these securities to '6' from '5'. The '6' recoveryrating indicates that lenders can expect negligible (0%-10%)recovery in the event of a payment default.

IMPAX MANAGEMENT: Loan Default Cues Foreclosure of 2MM Trust Units------------------------------------------------------------------Polar Capital Corporation, a secured creditor of Impax Management Limited, has exercised its rights of foreclosure and has acquired ownership over an aggregate of 2,207,777 trust units of Impax Energy Services Income Trust previously owned by Impax Management Limited. Polar Capital Corporation had disclosed on Aug. 12, 2008, that it had acquired control over the Trust Units by way of power of sale.

The Trust Units represent 16.1% of the outstanding trust units (after giving effect to the exchange of the Exchangeable Units). The foreclosure arose as a result of the default by Impax Management Limited on a loan to Polar Capital secured by the Trust Units and Exchangeable Units owned by Impax Management Limited.Polar has the right to sell any or all Trust Units either through the facilities of the Toronto Stock Exchange or in private transactions. However, Polar is under no obligation to sell the Trust Units.

Impax Management Limited is a financial services firm based in Toronto, Canada.

Inlet Retail is in default of the loan it got from RAIT Partnership LP to buy and renovate the shopping center, said attorney Rick Mendoza, who represents RAIT.

Mr. Mendoza said Inlet Retail owes RAIT "for up to about $22 million."

"We are in the middle of a transition," said the mall's manager Heather Hensley, but she declined to give specifics.

The roughly $4.5 million renovation project started in August 2007, but crews stopped work in November. Construction of the shopping center has not resumed.

According to the report, RAIT will likely start foreclosure proceedings within the next couple of months if a buyer is not found.

About Inlet Retail Associates

Inlet Retail Associates owns the Inlet Square Mall located at Highway 17 Business and Highway l7 Bypass on the south end of the Grand Strand in Murrells Inlet, S.C. The mall is home to Books-A-Million, Friedman Jewelers, Hibbet Sports, JC Penney, Kmart, CATA, Belk, and other merchants. There are also various eateries at the food court within the mall, as well as Outback Steakhouse, Lone Star Steakhouse, Applebees, TGI Fridays, and Hooters surrounding the mall. The shopping center also hosts many community events, including Fall Bike Rally events, the South Strand Business Expo, and other enjoyable seasonable programs.

INNOPHOS HOLDINGS: Moody's Lifts Corp. Family Rating to Ba3-----------------------------------------------------------Moody's Investors Service upgraded Innophos Holdings, Inc.'s corporate family rating to Ba3 (from B1), upgraded ratings on its existing debt issues and affirmed the SGL-2 speculative grade liquidity rating. The move reflects the company's improved operating performance that is expected to result in future debt reduction. The company also benefits from the favorable decision by the Mexican Court of Fiscal & Administrative Justice concerning a water tax issue with a Mexican governmental agency.

The loss given default point estimates for the rated issues were revised and the LGD assessment for the subordinated notes due 2014 changed to LGD4, reflecting changes in Innophos' capital structure as debt is repaid. The following summarizes the ratings.

Innophos' operating results in 2008 have improved substantially over the prior year levels primarily due to improved pricing of its products that have not been fully offset with raw material cost increases. Tightness of supply in the specialty phosphate market that competes with phosphate fertilizers for key raw materials has led to higher market prices that have benefited Innophos' products.

The company's margins have increased, as a result of also benefiting from lags in certain raw material cost increases and Innophos expects to continue to be buffered from rising raw material costs through the end of 2009 due to its raw material supply agreements.

Moody's expects that Innophos will continue to generate strong free cash flow due to the current favorable phosphate market dynamics, the ability to pass on manufacturing cost increases and the steady, recession resistant nature of its end markets, such as food & beverage and consumer products.

The anticipated 2008 free cash flow generation will result in substantial debt reduction since the company's credit agreement requires it to repay term loan principal balances with 50% of excess cash flow within five days from the issuance of the prior year's annual financial statements. The company disclosed in its Form 10-Q for the period ended June 30, 2008, that it expects the excess cash flow payment and required quarterly principal amortization payments to be $83.8 million.

The company's SGL-2 speculative grade liquidity rating reflects Moody's expectation that Innophos will have good liquidity over the next 12 months, supported by its cash balances ($52.6 million at June 30, 2008) which are expected to increase throughout the remainder of 2008, positive free cash flow, access to its undrawn revolving credit facility and good flexibility under its financial covenants. Moody's notes that the revolving credit facility matures in less than one year.

At the end of July 2008, the company had availability of approximately $47.5 million under its $50 million revolving credit facility due 2009. The corporate family rating and speculative grade liquidity rating incorporate the expectation that the company will extend the maturity of the existing revolving credit facility or establish a new revolver well in advance of the August 2009 maturity. The senior secured credit facility has three financial covenants. Moody's expects the company to remain in compliance with these covenants over the next year.

Innophos Holdings, Inc., a publicly trade company, is the parent company of Innophos Investments Holdings, Inc., which owns 100% of Innophos, Inc. Innophos, Inc. is the largest North American manufacturer of specialty phosphate salts, acids and related products serving a diverse range of customers across multiple applications, geographies and channels. Headquartered in Cranbury, New Jersey, the company has manufacturing operations in the US, Canada and Mexico. In April 2007, Moody's assigned a B3 rating to the company's new $66 million senior unsecured notes due 2012. Its revenues for the twelve months ended June 30, 2008, were $717 million.

INSMED INC: NASDAQ Panel May Grant Request to Remain Listed-----------------------------------------------------------Insmed Inc. disclosed in a Securities and Exchange Commission filing that on Aug. 29, 2008, it received a letter from the NASDAQ Listing Qualifications Panel informing it that the Panel has determined to grant the Company's request to remain listed on The NASDAQ Stock Market. The decision is subject to the condition that on or before Dec. 15, 2008, Insmed must evidence a closing bid price of $1.00 or more for a minimum of 10 consecutive business days.

The Panel's determination follows a hearing held on July 31, 2008, at which the Panel considered the Company's plan to regain compliance with NASDAQ's minimum bid price requirement.

Should the Company be unable to meet the requirements of the Panel's decision, its securities would be subject to delisting from The NASDAQ Stock Market.

About Insmed

Insmed Incorporated, (NasdaqCM: INSM) -- http://www.insmed.com -- a biopharmaceutical company, develops and commercializes drugs to treat metabolic diseases, endocrine disorders, and oncology. Its lead product candidate IPLEX, a recombinant protein product candidate, is in Phase II clinical trials for the treatment of myotonic muscular dystrophy, the common form of adult-onset muscular dystrophy. The company has license and collaborative agreements with Fujisawa Pharmaceutical Co., Ltd. to use IGF-I therapy for the treatment of extreme or severe insulin resistant diabetes; and a license to Pharmacia AB's portfolio of regulatory filings pertaining to rhIGF. Insmed was founded in 1999 and is headquartered in Richmond, Virginia.

Going Concern Doubt

Richmond, Virginia-based Ernst & Young LLP raised substantialdoubt about the ability of Insmed Incorporated to continue as agoing concern after it audited the company's financial statements for the year ended Dec. 31, 2007. The auditor pointed to the company's recurring operating losses and negative cash flows from operations.

The company said that its ability to continue as a going concern is dependent upon its ability to take advantage of raising capital through securities offerings, debt financing, and partnerships and use these sources of capital to fund operations. Management is focusing on raising capital through any one or more of these options.

INTERSTATE BAKERIES: Pact with 16 Taxing Authorities Approved-------------------------------------------------------------The United States Bankruptcy Court for the Western Districtof Missouri approved a settlement agreement among Interstate Bakeries Inc. and its debtor-affiliates, and 16 taxing authorities -- including Rocky Mount and North County in North Carolina.

The Debtors determined that based on their analysis, the taxing authorities revealed "significant errors" in their historical assessments of the Debtors' real property and personal property tax accounts. In addition, the Debtors asserted market values which will lead to the proper determination of other postpetition liabilities.

Following negotiations, the Debtors and the Taxing Authorities reached separate agreements for purposes of computing the taxes due for 2008, 2009 and 2010 by the Debtors with respect to real and personal properties located within the jurisdiction of the Taxing Authorities.

A. Rocky Mount

For purposes of computing the 2008 property taxes due from the Debtors, the market value of the Debtors' property in Rocky Mount will be amended, consisting of:

To obtain the accurate taxes due to Rocky Mount and Nash County on the Debtors' Real Property for tax years 2009 and 2010, the Market Value of the Real Property will be $3,500,000, unless the Debtors acquire or dispose of the Real Property within the jurisdiction of the Taxing Authorities during 2008 or 2009.

If the Debtors sell a part of their Real Property in Rocky Mount and Nash County, or acquire additional Property in 2008 or 2009, the Market Value of the Real Property sold or acquired by the Debtors will decrease or increase the 2008 Market Value figure of $3,500,000, as appropriate. The Adjusted Market Value amount will be the Market Value of the Debtors' Real Property in Rocky Mount and Nash County for each year following the year of disposition or acquisition through 2010, unless further sales or purchases by Debtors are made effecting tax years.

The Debtors may pursue any dispute with respect to the Market Values of their Real and Personal Properties in Rocky Mount and Nash County for tax years 2009 and 2010. The Debtors' objection, if any, will be solely and exclusively heard in a forum that is established pursuant to the laws of North Carolina.

About IBC

Headquartered in Kansas City, Missouri, Interstate BakeriesCorporation is a wholesale baker and distributor of fresh-bakedbread and sweet goods, under various national brand names,including Wonder(R), Baker's Inn(R), Merita(R), Hostess(R) andDrake's(R). Currently, IBC employs more than 25,000 people andoperates 45 bakeries, as well as approximately 800 distributioncenters and approximately 800 bakery outlets throughout thecountry.

The company and eight of its subsidiaries and affiliates filed for chapter 11 protection on Sept. 22, 2004 (Bankr. W.D. Mo. Case No. 04-45814). J. Eric Ivester, Esq., and Samuel S. Ory, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed $1,626,425,000 in total assets and $1,321,713,000 (excluding the $100,000,000 issue of 6% senior subordinated convertible notes due Aug. 15, 2014) in total debts. The Debtors' filed their Chapter 11 Plan and Disclosure Statement on Nov. 5, 2007. Their exclusive period to file a chapter 11 plan expired on November 8. On Jan. 25, 2008,the Debtors filed their First Amended Plan and DisclosureStatement. On Jan. 30, 2008, the Debtors received court approval of the first amended Disclosure Statement.

IBC confirmed that it has not received any qualifying alternative proposals for funding its plan of reorganization in accordance with the court-approved alternative proposal procedures. As a result, no auction was held on Jan. 22, 2008, as would have been required under those procedures. The deadline for submission of alternative proposals was Jan. 15, 2008. A new plan filing deadline was set for June 30, 2008; no plan was filed as of that date.

The county, which has been in talks for more than half a year with creditors over its sewer bonds and related interest-rate swaps, has authorized lawyers to prepare for a possible municipal bankruptcy filing.

Both sides have set a September 30 deadline to reach agreement and avert "what would be the biggest municipal bankruptcy filing since that of Orange County, California in 1994."

"It's not good news on Wall Street," Jefferson County Commissioner Bettye Fine Collins said in an interview. "I don't know yet what its impact will be on Jefferson County, but it's not good for the economy, or anyone else."

Lehman was involved in Jefferson County swap agreements, along with Bear Stearns and JPMorgan. Merrill was paid approximately $40,000 for one month's work for the county on a proposal for restructuring the debt.

"We have to play hardball with Wall Street before someone else folds. The lenders may be busy trying to save themselves, but it's our job to get ahead of all this," Sheila Smoot, another commissioner, said in an interview.

"Everything that happens on Wall Street has a trickle-down effect on us," said a third commissioner, Jim Carns. "The governor has asked us to play our cards very close to the vest, but there has been no change in the status of negotiations yet from last Wednesday."

The report, citing Standard & Poor's Ratings Services analysts, says the county's $3.2 billion of sewer bonds is made up of about $2 billion of auction-rate securities, $850 million of variable-rate demand notes and the remainder in fixed-rate bonds. The county so far has only defaulted on the insured variable-rate debt, which is being held by liquidity providers, they added.

As reported in the Troubled Company Reporter on Sept. 16, 2008,Birmingham News reports that Jefferson County commissionersrejected a proposal from banks and bond insurers to expand salesand business taxes to help repay $3.2 billion of sewer debt.

Commission President Bettye Fine Collins said the plan reprisesprevious attempts by creditors that failed for lack of politicalsupport and may push the county to file for bankruptcy.

About Jefferson County

Jefferson County has its seat in Birmingham. It has a populationof 660,000. It ended its 2006 fiscal year with a $42.6 milliongeneral fund balance, according to Standard & Poor's. TheBirmingham firm of Bradley Arant Rose & White, representsJefferson County. Porter, White & Co. in Birmingham is thecounty's financial adviser. A bankruptcy by Jefferson Countystands to be the largest municipal bankruptcy in U.S. history. Itcould beat the record of $1.7 billion, set by Orange County,California in 1994.

* * *

As reported by the Troubled Company Reporter on June 10, 2008,Standard & Poor's Ratings Services' ratings on Jefferson County,Ala.'s series 1997A, series 2001A, series 2003 B-1-A through 2003B-1-E, and series 2003 C-1 through 2003 C-10 sewer system revenuebonds ('CCC' underlying rating [SPUR]) remain on CreditWatch withdeveloping implications.

As reported by the TCR on July 22, 2008, Moody's InvestorsService's continues to review the Caa3 rating on JeffersonCounty's (AL) $3.2 billion in outstanding sewer revenuewarrants for possible downgrade.

Knology's B2 corporate family rating reflects the company's relatively small size, moderately high leverage, and heightened competition from larger, better capitalized cable and telecom operators. These factors are somewhat mitigated by the company's good liquidity, growing and increasingly diverse subscriber base, and improving cash generation capabilities.

Since acquiring PrairieWave in April 2007 and Graceba in January 2008, Knology has successfully integrated these assets and begun to realize the benefits of a larger, more diverse subscriber base through expanded EBITDA margins and growth in positive free cash flow. Knology's (Moody's adjusted) EBITDA margin and free cash flow-to-debt were approximately 31.8% and 4.5%, respectively, for the twelve month period ended June 30, 2008. Prior to the acquisitions, Knology had trailed its peers with respect to operating margins and generated negative-to-breakeven free cash flow as the company built out its broadband network.

Moody's notes that Knology's second quarter subscriber growth rates across its product offerings were flat-to-negative on a sequential quarterly basis. While some of the decline is likely due to seasonality and macroeconomic conditions, the growth rates also reflect the increasingly competitive pricing environment. However, Moody's believes the company will maintain margins and continue to produce positive free cash flow throughout the year buffeted by its increasingly diverse subscriber base as well as growing exposure to rapidly expanding commercial markets.

Knology's debt-to-EBITDA for the last twelve months ended June 30, 2008 was 5.1x and is expected to decline to less than 5x by the end of the year. The company is expected to produce positive free cash flow of which approximately 50% will be mandatorily swept to pay down the company's term loan per the company's credit agreements. Moreover, Moody's notes that the current credit crunch likely limits Knology's ability to make additional debt financed acquisitions. Knology has more than ample cushion with respect to the company's financial maintenance covenants within its credit agreements and continues to maintain access to an undrawn $25 million revolving credit facility.

The company's access to these external funds as well as internal funds of $36 million in the form of unrestricted cash at June 30, 2008 and positive free cash flow production as projected collectively support the SGL-2 liquidity rating.

Knology, Inc. is a provider of video, Internet and telephony services via its broadband network. The company also provides traditional telephony services through its incumbent local exchange carrier subsidiary. The company maintains its headquarters in West Point, Georgia. Knology had revenues of $391 million for the last twelve months ended June 30, 2008.

On September 15, 2008 Lehman Brothers Holdings Inc. announced that it intends to file a petition under Chapter 11 of the U.S. Bankruptcy Code. Also, on September 15, Moody's Investors Service downgraded the senior ratings of LBHI, and those of certain guaranteed subsidiaries, to B3 under Review for further downgrade from A2. The short-term ratings for all rated Lehman entities were lowered to Not-Prime from Prime-1.

Non-pooled Classes HAF-1, HAF-2, HAF-3, HAF-4, HAF-5, HAF-6, HAF-7, HAF-8, HAF-9, and HAF-10 are collateralized by the junior portions of the 70 Hudson Street Loan, the ALMI of North Dallas Loan, and the Fountains of Miramar Loan. The senior pooled trust balance for the 70 Hudson Street Loan is $75.0 million while the trust junior component is $49.0 million. The 70 Hudson Street Loan is secured by a 409,272 square foot office property located in Jersey City, New Jersey. The building is 100.0% leased to Lehman Brothers Holding, Inc until January 2016.

As a result of Lehman's bankruptcy and rating downgrade, Moody's has the placed these certificates on review for downgrade due to the uncertainty associated with Lehman's tenancy of 70 Hudson Street. Moody's review will focus on the degree of exposure that this transaction has to LBHI or its subsidiaries and the potential dark value of 70 Hudson Street.

Type of Business: The Debtor is an investment bank. The company serves the financial needs of corporations, governments and municipalities, institutional clients, and high net worth individuals worldwide. Founded in 1850, Lehman Brothers is involved in equity and fixed income sales, trading and research, investment banking, private investment management, asset management and private equity. The company operates in three segments: Capital Markets, Investment Banking, and Investment Management. It has regional headquarters in London and Tokyo, and operates in a network of offices around the world. It has about 28,000 full-time employees.

-- Lehman Brothers Holdings Inc. has been removed from the S&P 100 and S&P 500 indices on September 16. The company has filed for Chapter 11 bankruptcy protection.

-- Lehman's place in the S&P 100 will be taken by S&P 500 constituent Occidental Petroleum Corp.

-- Lehman's place in the S&P 500 will be taken by S&P MidCap 400 constituent Harris Corp., and Harris Corp. will be replaced by Greif Inc. in the S&P MidCap 400, all after the close of trading on Friday, September 19.

LEHMAN BROTHERS: Fitch Trims 260 Tender Options Bonds Ratings to D------------------------------------------------------------------Fitch has short-term ratings on approximately 260 tender option bonds, based on liquidity provided by Lehman Brothers Holding Inc. Of those, some also have long-term ratings based on credit enhancement provided by LBHI. The short-term rating on those TOBs will all be downgraded to 'D', based on LBHI's current short-term rating, which was downgraded to 'D' on September 15, 2008.

For the TOBs whose long-term rating is based on credit enhancement from LBHI, the long-term rating will be revised to either the long-term rating of the underlying security within the TOB trust, if rated by Fitch, or withdrawn in those cases where Fitch does not rate the underlying security. The long-term ratings on the TOBs that are not based on LBHI will remain the same.

The CUSIPs of the affected securities and the rating changes will be announced as soon as they are processed.

LODGENET INTERACTIVE: Names Young as Chief Marketing Officer------------------------------------------------------------LodgeNet Interactive Corporation entered into a new Executive Employment Agreement on Aug. 27, 2008, with Scott E. Young. The Company appointed Mr. Young as the president of the Hospitality Division and Chief Marketing Officer.

Under the Agreement, Mr. Young's employment with the Company continues through Dec. 31, 2008, and will automatically renew for additional terms of one year unless notice of termination is given prior to Nov. 1, 2008, of the appropriate term. The Agreement provides that Mr. Young's base salary is $375,000.

The Agreement also contains provisions regarding bonus opportunities based on formula, targets and criteria determined by the Board of Directors and severance provisions, including severance in the event of termination as a result of a change in control of the Company. The Agreement also contains a covenant not to compete with the Company for a period of six months following

In addition, Mr. Young received an incentive stock option to acquire 50,000 shares of the common stock of the Company that will vest in four installments consisting of 10,000 on each of the first and second anniversaries of the grant and 15,000 on each of the third and fourth anniversaries of the grant.

About LodgeNetInteractive

Based in Sioux Falls, South Dakota, LodgeNet InteractiveCorp. (NASDAQ: LNET) -- http://www.lodgenet.com/-- is a provider of media and connectivity solutions designed to meet the unique needs of hospitality, healthcare and other guest-based businesses. LodgeNet Interactive serves more than 1.9 million hotel rooms representing 9,300 hotel properties worldwide in addition to healthcare facilities throughout the United States. The company's services include: Interactive Television Solutions, Broadband Internet Solutions, Content Solutions, Professional Solutions and Advertising Media Solutions. LodgeNet Interactive Corporation owns and operates businesses under the industry leading brands: LodgeNet, LodgeNetRX, and The Hotel Networks.

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As reported in the Troubled Company Reporter on March 24, 2008, Standard & Poor's Ratings Services revised its outlook on LodgeNet Interactive Corp. to negative from stable and affirmed the 'B+' corporate credit rating on the company.

As of June 30, 2008, LodgeNet Interactive had $656.5 million in total assets and $728.8 million in total liabilities, resulting in $72.3 million in shareholders' deficit.

LOLA: Files for Chapter 11 Bankruptcy Protection------------------------------------------------Lola restaurant has filed for Chapter 11 protection, in order to "preserve its valuable leasehold interest," says Chris Shott of The New York Observer, citing court papers. The report did not indicate the Court where the bankruptcy filing was made.

In addition to unpaid legal bills of nearly $100,000, Tom Patrick-Odeen and his wife Gayle Patrick-Odeen, co-owners of Lola restaurant, also owe Vornado Realty more than $100,000 in back rent, "as a result of [their] inability to generate income from [the restaurant's] trademark live performances," according to court papers.

On Aug. 20, Vornado threatened to terminate the restaurant's 15-year lease if the amount due them was not paid.

The Villager reports that according to papers filed by Lola's attorney, Cristina Dulay, the bankruptcy filing puts on hold Soho Alliance's ongoing litigation to try to block the place from getting a liquor license. The Soho Alliance is an umbrella organization of volunteer resident and business groups focusing on zoning, preservation, environmental and quality-of-life issues.

About Lola

Lola is a Cajun-creole restaurant jazz lounge at 15 Watts St. in Soho, a neighborhood in the New York City borough of Manhattan. Tom Patrick-Odeen and his wife Gayle Patrick-Odeen, are Lola's co-owners.

MARY WICKMAN: Largest Creditor Takes Over New River Marina----------------------------------------------------------Arlene Satchell of the South Florida Sun-Sentinel reports that the largest creditor of the owners of Fort Lauderdale's New River Marina has taken over the boatyard after a July 17 bankruptcy auction was embroiled in controversy.

The auction was held to find an investor to repay the $13 million owed to Alex Nichols, owner of 84 Marina LLC. Mr. Nichols received court approval in April to sell the boatyard.

But Mr. Nichols, the marina's primary secured creditor and mortgage holder, alleged improprieties in the auction that ended without a sale. According to the report, "litigation continues in the bankruptcy case as [Mr.] Nichols pursues sanctions against parties involved in the auction."

The complaints of impropriety have been referred for review to the U.S. Trustee's Office in Miami, the report said. The next court hearing is set for Sept. 18 before U.S. Bankruptcy Judge John K. Olson.

Mr. Nichols said he plans to continue running the marina as he looks for a buyer.

New River Marina is a two-decade old, family-owned boatyard. Its former owners, Bob and Mary Wickman filed for Chapter 11 bankruptcy protection from creditors in March 2007 in bankruptcy court in Fort Lauderdale. New River was valued at more than $21 million in 2006, auction papers state, according to the report.

MATRIX DEVELOPMENT: May Use Cash Collateral in Orenco Project-------------------------------------------------------------The U.S. Bankruptcy Court for the District of Oregon granted Matrix Development Corp., aka Legend Homes, permission to use the cash collateral securing its obligation to Bank of America related to the Debtor's Village at Orenco Subdivision project in Hillsboro, Oregon, without hearing.

The order sets forth the terms of the settlement agreement that was reached among the Debtor, Bank of America, and the Official Committee of Unsecured Creditors in those settlement conferences conducted by the Hon. Elizabeth L. Perris, as settlement judge.

The Cash Collateral held by Bank of America pertains to the cash and cash equivalents that are proceeds from the Postpetition sale of completed units, including the debit balance of the Blocked DIP Account as of the date of the Order. The Blocked DIP Account refers to the bank account established by the Debtor for purposes of administering Net Cash Proceeds of the project.

The Debtor is authorized to use the Lender's Cash collateral in the ordinary course of business consistent with a budget, which may be amended, revised or supplemented as approved by the Court, and further subject to the following terms:

a) Immediately following the entry of the Court's order, the Debtor may withdraw from the Blocked DIP Account the amount of $206,794. Thereafter, the Debtor may withdraw from the Blocked DIP Account an amount equal to 10% of the gross sale proceeds of each sold unit, whether completed or under construction. The order provides however that none of the Cash Collateral received by the Debtor may be used for shareholder distributions or for extraordinary payments to officers or directors.

b) As adequate protection to the Lender for the Debtor's use of Cash Collateral, the Lender's replacement lien on the Net Cash Proceeds will continue to secure the Lender's Prepetition claims against the Debtor that are secured by the Project. In addition, the Lender is granted a lien upon all improvements that are made to existing Units and upon all Units that are hereafter constructed, which lien will be senior in priority to all other liens excepting only statutory liens that are senior in priority to the Lender's trust deed liens.

All Net Cash Proceeds will be held in the Blocked DIP Account. The Court also placed restrictions on the commencement of construction of Spec Units and new Units.

c) Administrative Claims arising from the Debtor's use of Cash Collateral will have priority over any and all other administrative expense claims pursuant to Sec. 507(b) of the Bankruptcy Code.

d) The Debtor will pay to the Lender from the Blocked DIP Account:

(a) $200,000 immediately;

(b) on or before the 10 day of each month, beginning Oct. 10, 2008, an amount equal to the product of the Lender's Project Claim as of the last day of the immediately preceding month, multiplied by 0.005; and

(c) within three business days after the closing of a sale of a completed Unit, the amount of $83,000. Payments to the Lender will be on account of the Lender's Project Claim.

e) The Debtor's authority to use Cash Collateral will terminate upon the occurrence of any of these events:

(a) This Chapter 11 case is either dismissed or converted to a case under Chapter 7 of the Bankruptcy Code; or

(b) A trustee is appointed in this Chapter 11 case; or

(c) The Debtor defaults in any material respect in the performance of or compliance with any term or provision in the Order, with certain exceptions, and in each case such default is not remedied within 20 calendar days after the Lender gives the Debtor written notice of the default; or

(d) Any information or report made or furnished to the Lender by the Debtor or on its behalf pursuant to the Order is false, incorrect or misleading in any material respect at the time made or furnished; or

(e) A plan is not filed by the Debtor on or before March 31, 2009; or

(f) The Court enters an order on a motion filed by the Lender terminating the Debtor's authority to useCash Collateral.

f) The Debtor will (i) within three business days after the entry of this Order, pay to Lender the debit balance in the blocked bank account established by the Debtor for purposes of administering proceeds from the Postpetition sale of completed homes in North Pointe (the Debtor's subdivision located in Albany, Oregon, known as Legend at North Pointe), and (ii) as soon as practicable seek, at the Lender's option, an order authorizing it to sell or abandon the completed homes and vacant lots in North Pointe or an order granting Lender relief from the automatic stay of section 362 of the Bankruptcy Code for the purposes of permitting Lender to foreclose its trust deed liens on North Pointe.

Salem Printing Company serves as chairman to the Official Committee of Unsecured Creditors. The other panel members are Tri County Temp Control and SR Design LLC. Matthew A. Arbaugh, Esq., at Field Jerger LLP, and Gary U. Scharff, Esq., represent the Committee.

When the Debtor filed for protection against its creditors, it listed assets of between $100 million and $500 million and debts of between $100 million and $500 million.

MATRIX DEVELOPMENT: May Use Cash Collateral in Walnut Creek-----------------------------------------------------------The U.S. Bankruptcy Court for the District of Oregon granted Matrix Development Corp. aka Legend Homes, permission to use the Cash Collateral securing its obligations to Columbia River Bank related to the Debtor's Walnut Creek Subdivision project in Tigard, Oregon, without hearing.

The order sets forth the terms of the settlement agreement that was reached among the Debtor, Columbia River Bank, and the Official Committee of Unsecured Creditors in those settlement conferences conducted by the Hon. Elizabeth L. Perris, as settlement judge.

The Cash Collateral held by Columbia River Bank pertains to the cash and cash equivalents that are proceeds from the Postpetition sale of completed units, including the debit balance of the Blocked DIP Account as of the date of the Order. The Blocked DIP Account refers to the bank account established by the Debtor for purposes of administering Net Cash Proceeds of the Project.

The Debtor is authorized to use the Lender's Cash collateral in the ordinary course of business consistent with a budget, which may be amended, revised or supplemented as approved by the Court, and further subject to the following terms:

a) Immediately following the entry of the Court's order, the Debtor may withdraw from the Blocked DIP Account the amount of $67,652. Thereafter, the Debtor may withdraw from the Blocked DIP Account an amount equal to 10% of the gross sale proceeds of each sold unit, whether completed or under construction. The order provides however that none of the Cash Collateral received by the Debtor may be used for shareholder distributions or for extraordinary payments to officers or directors.

b) As adequate protection to the Lender for the Debtor's use of Cash Collateral, the Lender's replacement lien on the Net Cash Proceeds will continue to secure the Lender's Prepetition claims against the Debtor that are secured by the Project. In addition, the Lender is granted a lien upon all improvements that are made to existing Units and upon all Units that are hereafter constructed, which lien will be senior in priority to all other liens excepting only statutory liens that are senior in priority to the Lender's trust deed liens.

All Net Cash Proceeds will be held in the Blocked DIP Account. The Court also placed restrictions on the commencement of construction of Spec units and new Units.

c) Administrative Claims arising from the Debtor's use of Cash Collateral will have priority over any and all other administrative expense claims pursuant to Sec. 507(b) of the Bankruptcy Code.

d) The Debtor will pay to the Lender from the Blocked DIP Account:

(a) on or before the 10th day of each month, beginning Oct. 10, 2008, the amount of $21,911; and

(b) within three business days after the closing of a sale of a completed Unit, the amount of $80,000.

e) The Debtor's authority to use Cash Collateral will terminate upon the occurrence of any of these events:

(a) This Chapter 11 case is either dismissed or converted to a case under Chapter 7 of the Bankruptcy Code; or

(b) A trustee is appointed in this Chapter 11 case; or

(c) The Debtor defaults in any material respect in the performance of or compliance with any term or provision in the Order, with certain exceptions, and in each case the default is not remedied within 20 calendar days after the Lender gives the Debtor written notice of the default; or

(d) Any information or report made or furnished to the Lender by the Debtor or on its behalf pursuant to the Order is false, incorrect or misleading in any material respect at the time made or furnished; or

(e) A plan is not filed by the Debtor on or before March 31, 2009; or

(f) The Court enters an order on a motion filed by the Lender terminating the Debtor's authority to useCash Collateral.

f) The Debtor will maintain a Collateral Ratio no less than that set forth below on each of these dates:

In the event that the Debtor will fail to comply with this financial covenant, the Lender will have the right to seek an order of the Court terminating the Debtor's authority to us Cash Collateral or modify the terms of the Order.

Salem Printing Company serves as chairman to the Official Committee of Unsecured Creditors. The other panel members are Tri County Temp Control and SR Design LLC. Matthew A. Arbaugh, Esq., at Field Jerger LLP, and Gary U. Scharff, Esq., represent the Committee.

When the Debtor filed for protection against its creditors, it listed assets of between $100 million and $500 million and debts of between $100 million and $500 million.

MATRIX DEVELOPMENT: May Use Cash Collateral in Williamette----------------------------------------------------------The U.S. Bankruptcy Court for the District of Oregon granted Matrix Development Corp., aka Legend Homes, permission to use the Cash Collateral securing its obligations to JP Morgan Chase Bank related to the Debtor's Williamette Landing Subdivision in Corvallis, Oregon, without hearing.

The order sets forth the terms of the settlement agreement that was reached among the Debtor, JP Morgan Chase Bank, and the Official Committee of Unsecured Creditors in those settlement conferences conducted by the Hon. Elizabeth L. Perris, as settlement judge.

The Cash Collateral held by JP Morgan Chase Bank pertains to the cash and cash equivalents that are proceeds from the Postpetition sale of completed units, including the debit balance of the Blocked DIP Account as of the date of the Order. The Blocked DIP Account refers to the bank account established by the Debtor for purposes of administering Net Cash Proceeds of the Project.

The Debtor is authorized to use the Lender's Cash collateral in the ordinary course of business consistent with a budget, which may be amended, revised or supplemented as approved by the Court, and further subject to the following terms:

a) Immediately following the entry of the Court's order, the Debtor may withdraw from the Blocked DIP Account the amount of $61,574. Thereafter, the Debtor may withdraw from the Blocked DIP Account an amount equal to 10% of the gross sale proceeds of each sold unit, whether completed or under construction. The order provides however that none of the Cash Collateral received by the Debtor may be used for shareholder distributions or for extraordinary payments to officers or directors.

b) As adequate protection to the Lender for the Debtor's use of Cash Collateral, the Lender's replacement lien on the Net Cash Proceeds will continue to secure the Lender's Prepetition claims against the Debtor that are secured by the Project. In addition, the Lender is granted a lien upon all improvements that are made to existing Units and upon all Units that are constructed, which lien will be senior in priority to all other liens excepting only statutory liens that are senior in priority to the Lender's trust deed liens.

All Net Cash Proceeds will be held in the Blocked DIP Account. The Court also placed restrictions on the commencement of construction of Spec Units and new Units.

c) Administrative Claims arising from the Debtor's use of Cash Collateral will have priority over any and all other administrative expense claims pursuant to Sec. 507(b) of the Bankruptcy Code.

d) The Debtor will pay to the Lender from the Blocked DIP Account:

(a) on or before the 10th day of each month, beginning Oct. 10, 2008, the amount of $23,642; and

(b) within three business days after the closing of a sale of a completed Unit, the amount of $50,000.

e) The Debtor's authority to use Cash Collateral will terminate upon the occurrence of any of these events:

(a) This Chapter 11 case is either dismissed or converted to a case under Chapter 7 of the Bankruptcy Code; or

(b) A trustee is appointed in this Chapter 11 case; or

(c) The Debtor defaults in any material respect in the performance of or compliance with any term or provision in the Order, with certain exceptions, and in each case the default is not remedied within 20 calendar days after the Lender gives the Debtor written notice of the default; or

(d) Any information or report made or furnished to the Lender by the Debtor or on its behalf pursuant to the Order is false, incorrect or misleading in any material respect at the time made or furnished; or

(e) A plan is not filed by the Debtor on or before March 31, 2009; or

(f) The Court enters an order on a motion filed by the Lender terminating the Debtor's authority to useCash Collateral.

f) The Debtor will maintain a Bulk Collateral Ratio no less than 0.97 and a Retail Collateral Ratio no less than 1.15, as of the last day of each calendar month beginning Sept. 30, 2008. If the Debtor fails to comply with any of these financial covenants, the Lender may seek a Court order terminating the Debtor's authority to use collateral or modifying any of the terms of the Order.

Salem Printing Company serves as chairman to the Official Committee of Unsecured Creditors. The other panel members are Tri County Temp Control and SR Design LLC. Matthew A. Arbaugh, Esq., at Field Jerger LLP, and Gary U. Scharff, Esq., represent the Committee.

When the Debtor filed for protection against its creditors, it listed assets of between $100 million and $500 million and debts of between $100 million and $500 million.

MATRIX DEVELOPMENT: May Use Cash Collateral in Q Condominiums-------------------------------------------------------------The U.S. Bankruptcy Court for the District of Oregon granted Matrix Development Corp., aka Legend Homes, permission to use the cash collateral securing its obligations to Keybank, N.A., without hearing.

The order sets forth the terms of a settlement agreement that was reached among the Debtor, KeyBank, and the Official Committee of Unsecured Creditors in those settlement conferences conducted by the Hon. Elizabeth L. Perris, as settlement judge.

The Cash Collateral held by Keybank pertains to the cash and cash equivalents that are proceeds from the postpetition sale of completed units of the Debtor's Q Condominiums project in Hillsboro, Oregon, including the debit balance of the Blocked DIP Account as of the date of the Order. The Blocked DIP Account refers to the bank account established by the Debtor for purposes of administering Net Cash Proceeds of the project.

The Debtor is authorized to use the Lender's Cash collateral in the ordinary course of business consistent with a budget, which may be amended, revised or supplemented as approved by the Court, and further subject to these terms:

a) Immediately following the entry of the Court's order, the Debtor may withdraw from the Blocked DIP Account the amount of $173,853.60. Thereafter, the Debtor may withdraw from the Blocked DIP Account an amount equal to 10% of the gross sale proceeds of each sold condominium unit in the project. The order provides however that none of the Cash Collateral received by the Debtor may be used for shareholder distributions or for extraordinary payments to officers or directors.

b) As adequate protection to the Lender for the Debtor's use of Cash Collateral, the Lender's replacement lien on the Net Cash Proceeds will continue to secure the Lender's Secured Project Claim. All Net Cash Proceeds will be held in the Blocked DIP Account.

c) Administrative Claims arising from the Debtor's use of Cash Collateral will have priority over any and all other administrative expense claims pursuant to Sec. 507(b) of the Bankruptcy Code.

d) If the Cross-Collateralization Ruling is favorable to the Debtor -- where it is determined that the Lender's Secured Project Claim is less than the sum of the debit balance in the Blocked DIP Account and the value of the unsold units -- the Debtor will pay to the Lender from the Blocked DIP Account $165,000 within three business days after the closing of a sale of a Unit.

If the Cross-Collateralization Ruling is adverse to the Debtor -- where the Lender's Secured Project Claim is greater than the sum of the debit balance in the Blocked Account and the value of the unsold units -- the Debtor will pay to the Lender from the Blocked DIP Account:

(a) within three business days after the Cross- Collateralization Ruling becomes a Final Order, an amount equal to the difference between (i) the debit balance in the Blocked DIP Account on such date, and (ii) the amount not to exceed $192,000, that is necessary to fund the Budgeted expenses that then remain unpaid and that are projected to be incurred by the Debtor; and

(b) within three business days after the closing of a sale of a unit, an amount equal to the difference between (i) the Net Cash Proceeds of such Unit, and (ii) the Builder Recovery Amount applicable to such Unit.

e) In the event that the Cross-Collateralization Ruling is favorable to the Debtor, it will be authorized to withdraw from the Blocked DIP Account, from time to time, amounts totaling up to $1,000,000 in the aggregate, subject to any relief that may be ordered pending an appeal taken by the Lender.

f) The Debtor's authority to use Cash Collateral will terminate upon the occurrence of any of these events:

(a) This Chapter 11 case is either dismissed or converted to a case under Chapter 7 of the Bankruptcy Code; or

(b) A trustee is appointed in this Chapter 11 case; or

(c) The Debtor defaults in any material respect in the performance of or compliance with any term or provision in the Order and in each case such default is not remedied within 20 calendar days after the Lender gives the Debtor written notice of such default; or

(d) Any information or report made or furnished to the Lender by the Debtor or on its behalf pursuant to this Order is false, incorrect or misleading in any material respect at the time made or furnished; or

Salem Printing Company serves as chairman to the Official Committee of Unsecured Creditors. The other panel members are Tri County Temp Control and SR Design LLC. Matthew A. Arbaugh, Esq., at Field Jerger LLP, and Gary U. Scharff, Esq., represent the Committee.

When the Debtor filed for protection against its creditors, it listed assets of between $100 million and $500 million and debts of between $100 million and $500 million.

MEDIACOM COMM: To Buy Back 30% of Outstanding Shares from Shivers -----------------------------------------------------------------Mediacom Communications Corporation entered into a definitive agreement to repurchase all of its Class A common stock owned by an affiliate of Morris Communications Company, LLC in a transaction structured as a tax free split-off under Section 355 of the Internal Revenue Code. Closing is subject to the receipt of certain regulatory approvals and other customary closing conditions and is expected to occur in the fourth quarter of 2008.

Under the definitive agreement, Shivers Investments, LLC, will exchange 28,309,674 shares of Mediacom Class A common stock for 100% of the shares of stock of a newly-created subsidiary of Mediacom, which will hold cable television systems currently owned by Mediacom serving approximately 25,000 basic subscribers and $110 million of cash. Both Morris Communications and Shivers are controlled by William S. Morris III, a member of Mediacom's Board of Directors. Pro-forma for this stock repurchase, Mediacom's total Class A and Class B outstanding shares would be approximately 66.3 million.

To evaluate the terms of the transaction, Mediacom's Board of Directors appointed a special committee of three independent directors. The special committee retained Lehman Brothers Inc. to act as its financial advisor and the law firm of Willkie Farr & Gallagher LLP to assist the committee in its evaluation. Lehman Brothers provided a fairness opinion to the special committee in connection with the transaction. Based on the recommendation of the special committee, on September 7, 2008, Mediacom's Board of Directors unanimously voted to approve the transaction (with the two directors affiliated with Shivers abstaining).

"This exchange agreement represents a unique opportunity to deliver value to our shareholders without compromising the solid financial position of our Company," said Rocco B. Commisso, Chairman and CEO of Mediacom. "At an implied valuation of about $6.50 per share, we are repurchasing 30% of our outstanding shares at a significant discount to recent trading levels of our stock. Moreover, since part of the consideration consists of non-strategic cable systems, we will still have available about $700 million of unused lines of credit immediately after closing and the Company's pro-forma debt leverage is expected to be lower than in the fourth quarter of 2007. Lastly, through this tax-efficient transaction, the Company's sizeable net operating loss carryforward will largely remain intact."

"Mr. Morris played a key role during Mediacom's formative stage by making the largest equity investment in our Company a decade ago and, with his associate, Craig S. Mitchell, served on Mediacom's Board of Directors since we went public in 2000. I am extremely grateful for their contributions, thank them for their support throughout our long association and wish the entire Morris organization the best in the future," concluded Mr. Commisso.

Effective upon closing of the transaction, William S. Morris III and Craig S. Mitchell, the two Morris Communications representatives who now hold seats on Mediacom's Board of Directors, will resign from the Board. RBC Daniels acted as financial advisor to Morris Communications.

Banc of America Securities LLC acted as financial advisor and the law firm of Baker Botts LLP acted as legal advisor to Mediacom.

Also on September 7, 2008, the company disclosed to the Securities and Exchange Commission that it entered into a Significant Stockholder Agreement with Rocco B. Commisso, the chief executive officer and chairman of the board of the company. Pursuant to the Stockholder Agreement, the Stockholder has agreed, prior to September 7, 2010, not to consummate an extraordinary transaction involving the Company without the recommendation of a majority of either (i) the disinterested directors that are members of the Board or (ii) the members of a special committee of the Board consisting of disinterested directors. Mr. Commisso beneficially owns less than one percent of the Company's Class A common stock and substantially all of the Company's Class B common stock, which together represents approximately 80.7% of the outstanding voting power of the Company.

Based in Middletown, New York, Mediacom Communications Corporation(Nasdaq: MCCC) -- http://www.mediacomcc.com/-- is a cable television company focused on serving the smaller cities and townsin the United States. The company offers a wide array ofbroadband products and services, including traditional videoservices, digital television, video-on-demand, digital videorecorders, high-definition television, high-speed Internet accessand phone service.

* * *

As disclosed in the Troubled Company Reporter on June 3, 2008,Fitch Ratings affirmed the 'B' Issuer Default Rating forMediacom Communications Corporation and its wholly ownedsubsidiaries Mediacom LLC and Mediacom Broadband LLC. In additionFitch assigned a 'BB/RR1' rating to Mediacom Broadband LLC's$300 million incremental term loan E. Lastly, Fitch has upgradedMediacom LLC's senior unsecured debt to 'B-/RR5' from 'CCC+/RR6'. Approximately $3.2 billion of debt as of March 31, 2008 isaffected. The Rating Outlook for all of Mediacom's ratings isStable.

As reported in the Troubled Company Reporter on March 6, 2008,Moody's Investors Service affirmed its 'B1' corporate familyrating for Mediacom Communications Corp.. The rating outlookremains stable.

MERCURY COS: Files Schedules of Assets and Liabilities------------------------------------------------------Erik Larson of Bloomberg News reports that Mercury Cos., Inc., filed its schedules of assets and liabilities with the U.S. Bankruptcy Court for the District of Colorado on Sept. 12, 2008, revealing $63.5 million of debt and $21.4 million worth of personal property, including cash, aircraft, insurance polices and other assets.

The Debtor blamed its collapse on the U.S. housing market, according to the report.

The Debtor filed for Chapter 11 bankruptcy protection with the United States Bankruptcy Court for the District of Colorado (Case No. 08-23125). Daniel J. Garfield, Esq. and Michael J. Pankow, Esq., at Brownstein Hyatt Farber Schreck, LLP, represents the Debtor in its restructuring efforts.

METRO ONE DEVELOPMENT: Registers September Stock Option Plan ------------------------------------------------------------Metro One Development, Inc., delivered to the Securities and Exchange Commission a Form S-8 Registration Statement for its September 2008 Stock Option Plan. The company is seeking to register 500 million shares with a proposed maximum offering price of $0.005 per share. The proposed maximum registered aggregate offering price is $2,500,000.

Headquartered in Concord, Ontario, Canada, Metro One DevelopmentInc. (OTC BB: MODI) -- http://www.metro-one.com/-- formerly On The Go Healthcare Inc., is a custom builder and property developerin the greater Toronto area. The company was a value-addedreseller of computer and computer-related products, includinghardware, peripherals, software and supplies.

Going Concern Doubt

Metro One Development Inc. has an accumulated deficit of$20,738,346 as of April 30, 2008, and incurred a netloss applicable to common stockholders of $4,678,750 during thenine months ended April 30, 2008. These conditions raisesubstantial doubt about the company's ability to continue as agoing concern.

At April 30, 2008, the company's consolidated balance sheet showed$3,787,576 in total assets, $1,519,822 in total liabilities,$1,000,000 in conditionally redeemable preferred stock, and$1,267,754 in total stockholders' equity.

Laurus Master Fund Ltd. has notified the company that it is in default under the Amended and Restated Security Purchase Agreement. In addition, the company's payment obligations underthe Secured Revolving Note issued pursuant to such Amended andRestated Security Purchase Agreement are currently in default.The company's Secured Revolving Note with Laurus was the company'sprimary source of financing until March 17, 2008. Without thissource of funding, the company no longer has access to capital toallow it to develop its operations.

MICHAEL STORES: Moody's Cuts Rating Ratings to B3 from B2---------------------------------------------------------Moody's Investors Service lowered Michael Stores, Inc.'s Probability of Default and Corporate Family Ratings to B3 from B2. The company's SGL-3 rating was affirmed. Other actions on rated debt instruments are detailed below. The rating outlook is negative. The rating action concludes the review for possible downgrade which commenced on June 4, 2008.

The downgrade of the company's ratings reflects Moody's expectation that as a result of recent negative trends in sales and operating margins, metrics no longer remain appropriate for the B2 corporate family rating. The company has seen negative trends in same store sales and operating margins for the past few quarters and these trends are not anticipated to materially recover to historical levels in the near term. The rating also takes into consideration the company's strong franchise and defensible market position in the arts and craft categories.

The negative rating outlook reflects Moody's concerns that negative trends in same store sales and operating margins may persist due to weakening macro economic conditions and uncertainty that benefits from the company's sourcing initiatives and marketing programs will be sufficient to fully offset these pressures.

Headquartered in Irving, Texas, Michaels Stores, Inc. is the largest arts and crafts specialty retailer in North America. As of August 2, 2008, the company operated 991 "Michaels" retail stores in the United States and Canada and 164 Aaron Brothers Stores in 11 states. Revenues in the LTM period ended August 2, 2008 were approximately $3.9 billion.

MICROMET INC: Names Barclay Phillips as Chief Financial Officer---------------------------------------------------------------Micromet, Inc. has appointed Barclay A. Phillips as Senior Vice President and Chief Financial Officer. Mr. Phillips has served as a member of the Company's board of directors since 2000, and was the chair of the nominating & corporate governance committee and a member of the audit committee. In connection with his joining the executive management team of Micromet, Mr. Phillips has resigned from the board and the committees he served on.

"We are very excited to have Buck Phillips become a member of our executive management team," commented Christian Itin, President and Chief Executive Officer, and a member of Micromet's Board. "While he served on the board of directors, Buck has gained intimate knowledge of our business, the development programs and the management team he is now joining. His financial and industry experience will be invaluable in continuing the high standard for the management of the financial affairs of Micromet that he has helped set as a member of our audit committee. We thank Buck for his service on the board, and look forward to his leadership and contributions in the development and implementation of our financing and business strategies."

"I have had the opportunity to work with and invest in many biotechnology companies. I believe Micromet is unique in terms of the breadth of its proprietary technology, its clinical validation as evidenced by the recent article in Science magazine, and its strong management team," stated Mr. Phillips. "I look forward to the next chapter in my long-term relationship with the Company."

About Micromet Inc.

Micromet Inc. (Nasdaq: MITI) -- http://www.micromet-inc.com/-- is a biopharmaceutical company developing novel, proprietaryantibodies for the treatment of cancer, inflammation andautoimmune diseases. Four of its antibodies are currently inclinical trials, while the remainder of the product pipeline is in preclinical development.

Going Concern Doubt

The company disclosed in its Form 10-Q for the second quarter of 2008, that as of June 30, 2008, it had an accumulated deficit of $179.4 million, and that it expects to continue to incur substantial, and possibly increasing, operating losses for the next several years. These conditions create substantial doubt about our ability to continue as a going concern.

The company is continuing its efforts in research and development, preclinical studies and clinical trials of its product candidates. These efforts, and obtaining requisite regulatory approval prior to commercialization, will require substantial expenditures. Once requisite regulatory approval has been obtained, substantial additional financing will be required to manufacture, market and distribute its products in order to achieve a level of revenues adequate to support its cost structure.

Management believes it has sufficient resources to fund itsrequired expenditures into the second quarter of 2009, withoutconsidering any potential milestone payments that it may receive under current or future collaborations, or any future capitalraising transactions or drawdowns from the committed equityfinancing facility (CEFF) with Kingsbridge Capital Limited.

At June 30, 2008, the company's consolidated balance sheet showed $48.3 million in total assets, $36.3 million in total liabilities, and $12.0 million in total stockholders' equity.

The union workers hope that their protest will raise public support for their cause, said Jay Schnedorf, chairman of the local pilots union. "They are outsourcing these jobs," Mr. Schnedorf said in an interview after the rally.

With the latest round of layoffs, Midwest will have cut 1,850 jobs since the beginning of the year, the report says.

As reported in the Troubled Company Reporter on Sept. 11, 2008, Midwest disclosed that it has agreed to lease a dozen Embraer 170 jets from Indianapolis-based Republic Airways Holdings, beginning Oct. 1. Republic will fly and maintain the jets "for the first year or so, which is why Midwest will be laying off some of its workers."

About Midwest Airlines

Midwest Airlines -- http://www.midwestairlines.com/-- grew out of Kimberly-Clark Corporation's internal transportation service for executives. It formed K-C Aviation in 1969, providing aviation services to other companies and specializing in the meticulous customization of corporate aircraft. In 1984, K-C Aviation and Kimberly-Clark launched Midwest Express Airlines, which became a publicly traded company in 1995. In 2003, the carrier simplified its name to Midwest Airlines. Northwest Airlines Corp. and majority partner TPG Capital, based in Fort Worth, Texas, bought Midwest Air on Jan. 31 for $451.8 million returning it to being a privately held entity.

Midwest Airlines is headquartered in Milwaukee, where its major hub is General Mitchell International Airport. The Midwest Airlines Maintenance Facility is located on the airport grounds. A secondary hub is located in Kansas City. Midwest flies to the East and West Coasts, as well as many destinations in between, from Milwaukee and Kansas City.

MILLENNIUM TRANSIT: Wants to Employ JTW as Bankruptcy Counsel-------------------------------------------------------------Millennium Transit Services LLC asks authority from the U.S. Bankruptcy Court for the District of New Mexico to employ Jacobvitz, Thuma & Walker, PC as its bankruptcy counsel.

The firm will:

(a) represent and render legal advice to the Debtor regarding all aspects of conducting this bankruptcy case, including without limitation the continued operation of the Debtor's business, meetings of creditors, claims objections, adversary proceedings, plan confirmation, and all hearings before this Court;

(b) prepare any necessary petitions, answers, motions, applications, orders, reports, and other legal papers, including the Debtor's plan of reorganization and disclosure statement and any amendments or modifications;

(c) assist the Debtor in taking actions required to reorganize under chapter 11 of the Bankruptcy Code;

(d) perform legal services necessary or appropriate for the Debtor's continued operation of its business; and

(e) perform any other legal services the Debtor deems appropriate and JTW agrees to perform. JTW's services would not include rendering advice in tax, securities, personal injury, environmental, labor, or criminal law, unless mutually agreed between the Debtor and JTW on a matter-by-matter basis.

To the best of Debtor's knowledge, JTW does not hold or represent an interest adverse to Debtor's estate. JTW is a "disinterested person" as defined in the Bankruptcy Code.

Roswel, New Mexico-based Millennium Transit Services LLC is a busmanufacturer. The company filed for chapter 11 protection on Aug.29, 2008 (Bankr. D. N.M. Case No. 08-12848). Judge Mark B.McFeeley presides over the case. When the Debtor filed for protection from its creditors, it listed both its assets and debts to be between $10 million and $50 million.

The $1.9 million class M remains at 'C/DR6'. Class N remains at 'C/DR6' and has been fully depleted by realized losses.

Although there has been 29.8% additional pay down since Fitch's last rating action, the transaction is experiencing adverse selection warranting affirmations of the current ratings. As of the August 2008 distribution date, the pool's aggregate collateral balance has been reduced 50.5%, to $312.6 million from $632.1 million at issuance. Twenty-one loans (38.6%) have defeased, including three of the top five loans (16.8%).

Fitch is monitoring the upcoming scheduled maturities of the remaining pool. Of the remaining non-defeased loans, 41.2% and 42.7% are scheduled to mature in 2008 and 2009, respectively, with a servicer reported weighted average debt service coverage ratio of 1.71 times and 1.49x, respectively.

Fitch has identified eleven Loans of Concern (12.5%), including two specially serviced assets (3.4%) with losses expected. The largest specially serviced asset (2.5%) is a real estate owned retail center located in Sevierville, Tennessee.

The largest non-defeased loan (6.1%) is secured by a multifamily property located in Tampa, Florida. The loan is scheduled to mature in 2013. Servicer reported occupancy as of June 2008 was 93.1%, compared to 92% at issuance.

NATIONAL CITY: Has Sufficient Capital CEO Assures Shareholders --------------------------------------------------------------Peter Raskind, the chief executive officer of National City Corp., assured shareholders Monday that the regional bank "has sufficient capital and is not likely to take a direct hit from the latest financial markets turmoil," M.R. Kropko of the Associated Press reported Monday.

"We have a strong base of deposits," Raskind told about 30 shareholders who came to the company's headquarters. "That's quite different from the business model of an investment bank brokerage firm. So we'll see what the next days and weeks bring."

"We've certainly been monitoring it closely and reviewing our exposures to Lehman. At the close of business Friday our exposure to Lehman was nominal," he said.

"Following the failure of IndyMac Bank in the middle of July, we did see pressure on our deposits base for several days," he said. "That situation stabilized and deposits have been growing since then."

The National City shareholders met to dicuss details of a $7 billion capital infusion deal that was disclosed April 21. As reported in the Troubled Company Reporter on Sept. 17, 2008, shareholders approved increasing the authorized number of National City common shares from 1.4 billion to 5 billion and converting certain shares of preferred stock to common shares.

As part of that deal, National City has secured $985 million from New York-based Corsair Capital LLC. The remainder has come from other undisclosed investors, according to the Associated Press report.

About National City Corporation

Headqurtered in Cleveland, Ohio, National City Corporation (NCC)-- http://www.nationalcity.com/-- is a financial holding company. The company operates through an extensive banking network primarily in Ohio, Florida, Illinois, Indiana, Kentucky, Michigan, Missouri, Pennsylvania and Wisconsin, and also serves customers in selected markets nationally. Its core businesses include commercial and retail banking, mortgage financing and servicing,consumer finance and asset management.

At June 30, 2008, National City Corp.'s consolidated balance sheetshowed $153.67 billion in total assets, $135.69 billion in total liabilities, and $17.98 billion in stockholders' equity. Total deposit liabilities were $101.22 billion.

* * *

As reported by the TCR on June 9, 2008, National City Corp.'sbanking unit has entered into a confidential agreement with theOffice of the Comptroller of the Currency that effectively putthe bank on probation. Citing the Wall Street Journal, the TCR said the terms of the agreement with National City were not disclosed, however, regulators usually urge banks to maintain adequate capital and improve lending standards.

NORTHAMPTON GENERATING: Fitch Junks $153MM Revenue Bonds Rating---------------------------------------------------------------Fitch Ratings has downgraded the rating on Northampton Generating Company, L.P.'s $153 million senior tax-exempt series 1994 A resource recovery revenue bonds due 2009 to 2019 to 'CC' from 'B'. The debt was issued by the Pennsylvania Economic Development Financing Authority in 1994 and the proceeds loaned to Northampton.

The rating downgrade is due to Fitch's expectation that absent a restructuring, the long-term viability of the project is in doubt. Fitch downgraded the rating on Northampton's senior bonds to 'B' in April 2008. At that time, Fitch expected debt service coverage ratios to fluctuate near break-even levels and the project would frequently rely on reserve accounts to pay its scheduled debt service. However, Northampton recently provided updated financial projections suggesting a heightened degree of financial distress, due primarily to high fuel costs.

The latest projections indicate debt service coverage ratios below 1.0 times from 2010 through maturity of the rated bonds. Northampton expects to draw on its senior bond debt service reserve fund to make scheduled debt payments beginning in 2010, and possibly in 2009. Fitch expects the senior bond debt service reserve could be depleted as early as 2011. Any deterioration in operating performance from the latest projections may accelerate an eventual default.

In January 2008, the Pennsylvania Public Utility Commission denied approval of a proposed amendment to Northampton's power purchase agreement. The amendment would have terminated the PPA and proposed a restructuring of the rated bonds. Barring relief from its obligations under the PPA, Fitch expects Northampton's operating cash flows will be insufficient to make scheduled debt repayments.

Northampton consists of a 112 megawatt coal-fired qualifying facility in Northampton County, Pennsylvania, that supplies energy to Metropolitan Edison Co. (IDR rated 'BBB-' by Fitch) under a long-term PPA. Northampton is structured as a limited partnership and is owned by indirect subsidiaries of Calypso Energy Holdings LLC, which is owned by Cogentrix Energy, LLC and investment companies managed by EIF Management, LLC. Subsidiaries of Cogentrix manage the partnership and perform operations and maintenance at the facility.

ON TOP COMMS: Court Okays Sale of Assets to Power Broadcasting--------------------------------------------------------------The U.S. Bankruptcy Court for the District of Maryland approved the sale of substantially all of the assets of Debtors On Top Communications of Louisiana, LLC and On Top Communications of Louisiana II, LLC, free and clear of liens, claims, interests and encumbrances, to Power Broadcasting, LLC.

The Court accepted the credit bid of $6 million. The Court held that the buyer is a good faith purchaser under Section 363(m) of the Bankruptcy Code.

The assets include the station's operating license as well as personal property used or useful in the station's operation.These assets are currently subject to the allowed secured claims of Power Equities Inc., Medallion Capital Inc. and Milestone Growth Fund, LP, aggregating approximately $8 million.

Under the bid procedures approved by the Court, holders of the Senior Secured Claims or their designee may tender a credit bid for the assets and, if the prevailing bid, such credit bid will be the purchase price for the assets under the Asset Purchase Agreement.

The Debtors determined to sell KNOU-FM, its licensed radio station in Empire, Louisiana, because it has not generated any material income and has nearly exhausted its post-petition loans. In addition, the FCC authorization for operation site of the Station from its temporary site has expired.

The Debtors, three affiliates and their parent company, On Top Communications, LLC, filed voluntary petitions for relief under Chapter 11 on July 29, 2005. The cases of the three affiliates, whose operating radio station assets were sold and sales proceeds distributed, have been dismissed andclosed.

The Debtors anticipate that the Chapter 11 case of its parent, On Top Communications LLC will be dismissed upon the closing of the sale of the Debtors' assets.

About On Top Communications

Headquartered in Lanham, Maryland, On Top Communications LLC and its affiliates acquire, own and operate FM radio stations located in the Southeastern United States. The company and its debtor-affiliates filed for chapter 11 protection on July 29, 2005 (Bankr. D. Md. Case No. 05-27037). Thomas L. Lackey, Esq., of Bowie, Maryland, represents the Debtors in their restructuring efforts. No Official Committee of Unsecured Creditors has been appointed in this case. When the Debtors filed for protection from their creditors, they estimated assets and debts of $10 million to $50 million.

OPEN ENERGY: Needs More Time to File Annual Report--------------------------------------------------Open Energy Corporation disclosed in a filing with the Securities and Exchange Commission that it needs more time to finalize its annual report on Form 10-KSB. The company intends to file its annual report on Form 10-KSB as soon as practicable following consultation with its independent registered public accounting firm.

The Company anticipates net loss of $32,813,000 for fiscal year ended May 31, 2008, of which, $849,000 was restructuring costs associated with its Aurora plant, $9,644,000 was stock-based compensation and $10,801,000 was non-cash interest expense. A significant increase in the company's increased net loss is also directly related to the high cost of laminates for the SolarSave(R) Tile for low volume purchase quantities, higher than expected freight and manufacturing costs incurred as a result of its need to satisfy tight delivery schedules, a $996,000 increase to warranty reserve related to diode failures of SolarSave(R) Membrane product shipments and a $372,000 increase to warranty reserve related to tile delamination on a small percentage of early production Solar Save(R) Tiles. To date, the Company has been unable to sell its products in quantities sufficient to be operationally profitable and is unsure if or when it will become profitable.

The ability of the Company to continue as a going concern is dependent on obtaining additional financing to support its working capital requirements. The Company has received a non-binding term sheet for a proposed equity financing and is currently in the process of negotiating the terms of such financing. "Any such equity financing is likely to be substantially dilutive to existing shareholders," Aidan Shields, CFO, said. "As of [Aug. 29, 2008], no definitive term sheet or other financing agreement has been executed and there can be no assurance that the transaction under consideration will be consummated. There may be additional adjustments to the anticipated results as the Company completes its work on the financial statements."

About Open Energy

Solana Beach, Calif.-based Open Energy Corporation (OEGY.OB) --http://www.openenergycorp.com/-- together with its subsidiaries, engages in the development and commercialization of solar energy products and technologies for power production and water desalination. It offers building-integrated photovoltaic roofing materials for commercial, industrial, and residential markets.

Going Concern

As reported in the Troubled Company Reporter on Sept 17, 2007,San Diego, Calif.-based Squar, Milner, Peterson, Miranda &Williamson, LLP expressed substantial doubt about Open EnergyCorporation's ability to continue as a going concern afterauditing the company's consolidated financial statements for the year ended May 31, 2007. The auditing firm pointed to thecompany's recurring losses from operations and working capitaldeficiency.

The company has incurred losses since inception totaling$80.7 million through Feb. 29, 2008.

Compass Global also disclosed that it beneficially owns warrants to purchase 1,000,000 shares of common stock in the company. The warrants will expire on Aug. 1, 2013, and have an exercise price of $1.4.

About Patient Safety

Headquartered in Los Angeles, Patient Safety Technologies Inc.(OTC BB: PSTX.OB) -- http://www.patientsafetytechnologies.com/-- through its wholly owned subsidiary, SurgiCount Medical Inc., is a developer and manufacturer of patient safety products including the Safety-Sponge(TM) System. The system helps in reducing the number of retained sponges and towels in patients during surgical procedures ans allows for faster and more accurate counting of surgical sponges.

Going Concern Doubt

Squar, Milner, Peterson, Miranda & Williamson, LLP, in San Diego, expressed substantial doubt about Patient Safety Technologies Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the year ended Dec. 31, 2007. The auditing firm reported that the company has reported recurring losses from operations through Dec. 31, 2007, and has a significant accumulated deficit and a significant working capital deficit at Dec. 31, 2007.

At June 30, 2008, the company has an accumulated deficit ofapproximately $40,573,160 and a working capital deficit of$2,903,102.

The rating action reflects PMC's escalating probability of default as the company approaches a potential covenant violation or a payment default, primarily stemming from a further deterioration of its operating performance and scheduled tightening of its financial covenants. Since Moody's last rating action on Dec. 20, 2007 when PMC's CFR was downgraded to Caa1 from B3, the company performance and cash flow generation further eroded, primarily driven by the continuously negative guest traffic due to waning consumer spending on dining-out, and margin pressures arising from commodity cost inflation and higher operating expenses.

PMC's current liquidity is very weak, as indicated by its SGL-4 rating, highlighted by its minimal cash balance, negative free cash flow and very tight financial covenants. Considering its tenuous liquidity position, Moody's cautions that the company might not be able to make its interest payment of approximately $10 million due on October 1, 2008 on the $190 million senior unsecured notes, and that the company may need to resort to some alternative funding resource to honor the next coupon payment.

The Caa3 corporate family rating reflects the company's weak debt protection metrics and eroding liquidity, as represented by high leverage, weak cash flow generation and tightening covenants. The Caa3 rating also incorporates the high probability of debt impairment within the capital structure, in particular, material losses for the unsecured senior creditors in the event of default, given the company's very high leverage relative to its cash flow generation or asset base. The ratings also recognize the company's established concepts of Perkins and Marie Callender's, as well as by the company's modest scale and geographic diversification and complementary day-part segments.

The negative outlook encompasses the on-going challenges management faces in the current operating environment to dramatically and quickly turn around the operating performance to avoid potential covenant violations. Ratings could be further downgraded if a covenant violation occurs without a cure or an interest payment is defaulted.

Perkins & Marie Callender's, headquartered in Memphis, Tennessee, operated 164 restaurants and franchised 318 units under the "Perkins" brand name as of July 13, 2008. The company also operated 91 restaurants and franchised 42 units under the "Marie Callender's" name. Revenues for the last twelve months were approximately $593 million.

RANCHO MANANA: Panel Has Not Been Appointed, Says U.S. Trustee--------------------------------------------------------------Ilene J. Lashinsky, U.S. Trustee for the District of Arizona, told the U.S. Bankruptcy Court for the District of Arizona, that despite efforts to contact unsecured creditors, there has not been a sufficient showing of creditor interest to allow the appointment of a Committee of Unsecured Creditors pursuant to Sec. 1102(s) of the Bankruptcy Code.

About Rancho Manana

Based in Cave Creek, Ariz., Rancho Manana Ventures, LLC filed for Chapter 11 relief on Aug. 13, 2008 (D. Ariz. Case No. 08-10441). Thomas E. Littler, Esq., at Warnicke & Littler, P.L.C., represents the Debtor as counsel. When the Debtor filed for protection from its creditors, it listed assets of between $1 million and $10 million, and debts of between $10 million and $50 million.

REDDY ICE: Suspends Quarterly Dividend, Puts Ben Key on Leave-------------------------------------------------------------Shirleen Dorman at The Wall Street Journal reports that it suspended its quarterly dividend and has put Ben Key, its executive vice president of sales and marketing, on paid leave.

WSJ relates that federal officials raided Reddy Ice's offices in March on price-fixing allegations. According to the report, federal prosecutors and attorneys general in 19 states, and the District of Columbia are investigating an alleged price-fixing conspiracy in the $1.8 billion market for packaged ice. A former industry executive had told authorities that "the collusion was nationwide and forced up prices for consumers and businesses," the report states.

The dividend suspension will save Reddy Ice some $9.3 million a quarter as management reviews existing business and opportunities, WSJ states. It "is the best course in light of this year's weaker-than-expected operating results and costs related to the ongoing antitrust investigations and litigation," WSJ quoted Reddy Ice's President and Chief Executive Gilbert M. Cassagne as saying.

Reddy Ice, says WSJ, has been struggling in the wake of a failed $1.1 billion buyout by GSO Capital Partners. According to WSJ, Reddy Ice has cut expectations this year and has seen its stock price decline by 69% to $7.84 as of Friday's close, one-quarter of the proposed takeover price.

WSJ states that Reddy Ice found out that Mr. Key breached company policies. The Associated Press relates that Mr. Key could be responsible of antitrust violations.

A Reddy Ice board committee is investigating the charges against Mr. Key, WSJ says. The AP states that Mr. Key was relieved of his duties, effective Friday.

Mr. Smith has extensive experience in operations and distribution in both the consumer products and beverage industries with companies like Procter & Gamble, Pepsico, Inc., and Cadbury Schweppes PLC. He recently held the position of Senior Vice President of Sales Operations and Supply Chain of Cadbury Schweppes PLC.

The Chief Operating Officer position at Reddy Ice had remained unfilled after the departure of Raymond Booth. The Wall Street Journal relates that Mr. Booth stepped down in January to pursue other business interests. The appointment of Mr. Smith followed an extensive search, led by Gilbert M. Cassagne, Reddy Ice's President and Chief Executive Officer, and the other members of the company's Board of Directors, for an appropriate candidate.

"Paul Smith brings broad operational and commercial experience and a track record of accomplishment to our Company," commented Mr. Cassagne. "Paul is a valuable addition to the leadership of the company, and I look forward to working with Paul to achieve the company's strategic objectives."

Mr. Smith will receive a base salary of $290,000 per year. He will be eligible for cash incentive compensation with a target percentage of base annual salary of 65%, subject to proration for the portion of fiscal year 2008 occurring after the date of the Employment Agreement. The Compensation Committee determines the applicable target or targets on an annual basis.

Effective September 15, 2008, the Company and Mr. Smith entered into a Restricted Stock Agreement, pursuant to which the Company will grant, on the date of the agreement, 20,000 shares of restricted stock to Mr. Smith under the Company's 2005 Long Term Incentive and Share Award Plan, as amended. The restricted stock is subject to forfeiture in the event Mr. Smith's employment is terminated within one year. The Company has agreed to provide Mr. Smith with a tax "gross-up" in respect of his income tax expense in connection with the issuance of the restricted stock at a rate of 35%.

Reddy Holdings, through its wholly-owned subsidiary, Reddy IceCorporation, manufactures and distributes packaged ice products. Reddy Ice is the largest manufacturer of packaged ice products in the United States and serves approximately 82,000 customer locations in 31 states and the District of Columbia. Typical end markets include supermarkets, mass merchants, and convenience stores. Revenues for the twelve month period ending June 30, 2008 were about $336 million.

* * *

As reported in the Troubled Company Reporter on Aug. 20, 2008, Moody's Investors Service downgraded the Corporate Family Rating and Probability of Default Rating of Reddy Ice Holdings, Inc. to B2 from B1 and assigned an SGL-3 speculative grade liquidity rating. Moody's concurrently lowered the ratings on the $300 million senior secured credit facility and senior discount notes by one notch. Moody's said the rating outlook is negative.

As reported in the Troubled Company Reporter on Aug. 20, 2008, Standard & Poor's Ratings Services revised its outlook on Dallas, Texas-based Reddy Ice Holdings Inc. and its wholly owned operating subsidiary, Reddy Ice Corp. (Reddy Ice) to negative from stable. At the same time, S&P affirmed all of its ratings on the company, including the 'B+' corporate credit rating. As of June 30, 2008, Reddy Ice had about $438 million in adjusted debt.

REMOTEMDX INC: Winfried Kill Discloses 21.1% Equity Stake---------------------------------------------------------Dr. Winfried Kill disclosed in a Securities and Exchange Commission filing that he may be deemed to beneficially own 31,924,000 million shares of RemoteMDx, Inc., representing 21.1% of the 151,036,749 shares of common stock issued and outstanding as of Aug. 29, 2008.

FK Beteiligungs-GmbH, a German limited liability company of which Dr. Kill is a shareholder and managing director, acquired 900,000 shares of Issuer Common Stock on June 8, 2007 for approximately $1,541,629 -- EUR1,154,000 -- using its working capital.

Dr. Kill entered into the Purchase Agreement on July 29, 2008, which became effective under German law on Aug. 5, 2008, with Norddeutsche Landesbank Girozentrale giving him the right to purchase 31,024,000 shares of the Issuer's Common Stock for EUR25,000,070.

On Aug. 29, 2008, Dr. Kill entered into a Supplemental Agreement to the Purchase Agreement, pursuant to which he purchased 7,445,739 shares of the Issuer's Common Stock for approximately $8,801,340 -- EUR6,000,000 -- on August 29, 2008 using his personal funds and pursuant to which he will purchase an additional 23,578,261 shares of the Issuer's Common Stock for EUR19,000,070 on or before October 15, 2008 as further described in Item 6 of this Statement.

Dr. Kill may use personal funds or may enter into certain financing arrangements in order to make such additional purchases, but as of the date hereof, no such financing arrangements have been made.

About RemoteMDx

Headquartered in Sandy, Utah, RemoteMDx Inc. (OTC BB: RMDX.OB) -- http://www.remotemdx.com/-- operates in two business segments. The Volu-Sol segment is engaged in the business of manufacturing and marketing medical diagnostic stains, solutions and related equipment to hospitals and medical testing labs. The electronic monitoring segment is engaged in the business of developing, distributing and monitoring offender tracking devices.

As reported in the Troubled Company Reporter on Sept. 5, 2008, RemoteMDX Inc.'s consolidated balance sheet at June 30, 2008,showed $14,359,033 in total assets, $11,353,769 in totalliabilities, and $3,759,785 in minority interest, resulting in a $754,521 stockholders' deficit.

At June 30, 2008, the company's consolidated balance sheet alsoshowed strained liquidity with $6,170,519 in total current assets available to pay $10,772,523 in total current liabilities.

RIVER ROCK: Moody's Holds 'B2' Corp. Family Rating; Outlook Neg.----------------------------------------------------------------Moody's Investors Service affirmed River Rock Entertainment Authority's B2 corporate family rating and B2 senior notes. However, it lowered the probability of default rating to B2 from B1 and revised the outlook to negative from stable, reflecting Moody's expectation of some deterioration in River Rock's financial profile in the near term, while market conditions remain challenging and could continue to weigh on the Authority's operating performance.

River Rock and the Dry Creek Rancheria Band of Pomo Indians are considering several transactions designed to fund the costs of certain capital improvements projects on the Tribe's trust and adjacent lands and a portion of the preparatory site work necessary for the previously announced casino and hotel resort development. River Rock's cash balance is expected to materially reduce as part of the funding sources.

Additionally, while the financing transactions do not result in direct incremental debt at the Authority's level, they comprise $125.8 million of proposed (unrated) new public improvement revenue bonds raised at the Tribe's level, which will be serviced and pledged by the master utilities fees paid by the Authority to the Tribe. In Moody's opinion, the master utilities fees represent additional fixed obligations for the Authority. Their suspension or deferral is very unlikely, considering the potential default implications at the Tribe's level.

As a result, the Authority's free cash flow would be permanently impaired by the payment of the fees, which are expected to amount to $11.5 million in 2009. Consolidated leverage, including the $125.8 million public improvement bonds, could exceed 5.5 times in the short term. An aggravating factor in Moody's view is the context of poor economic conditions, which could continue to negatively impact River Rock's operating performance.

Although the probability of default rating was lowered, the affirmation of the B2 corporate family rating reflects average family recovery rate assumptions resulting from the change in River Rock's capital structure after the implementation of a proposed $20 million term loan (with a $5 million accordion feature) concurrently with the tender offer of $30 million of senior notes.

A rating downgrade is likely in Moody's view if River Rock's operating performance continues to erode and EBITDA, as adjusted by Moody's, does not cover anymore fixed charges including interest, maintenance capex, guaranteed minimum distributions to the Tribe and master utilities fees. New development capital expenditures funded with additional debt could also result in a downgrade.

River Rock's corporate family rating was last affirmed by Moody's on August 4, 2006. For

River Rock is an unincorporated governmental instrumentality of the Dry Creek Rancheria Band of Pomo Indians, a federally recognized Indian tribe with 947 enrolled members and an approximately 75-acre reservation in Sonoma County, California. River Rock was formed in 2003 to own and operate the River Rock Casino, which reported approximately $137 million in net revenues for the last twelve-month period ended June 30, 2008.

SENSUS METERING: Moody's Holds 'B2' CF and POD Ratings------------------------------------------------------Moody's Investors Service affirmed the B2 corporate family rating of Sensus Metering Systems Inc., as well as the company's B2 probability of default rating and its B3 senior subordinate rating. At the same time, Moody's upgraded the senior secured rating of Sensus and Sensus Metering Systems (Luxco 2) S.a.r.l. to Ba2 from Ba3, reflecting the modest reduction of senior secured term debt in the company's capital structure and pursuant to the application of Moody's loss-given-default methodology. The outlook for both companies remains stable.

Sensus' B2 corporate family rating is significantly influenced by its concentration of activity within the utility metering market as well as the leveraged capital structure which its equity sponsors have employed at the company. The rating also considers the modest deterioration in Sensus' profitability metrics that have occurred through the past few years despite favorable revenue growth trends.

Profitability has in part been impacted by investments Sensus has made to expand its leading global position in the water metering market into the electric metering and related communications markets, which appears to be at the early stages of significant future growth arising from the deployment of meters with embedded AMI systems. The company's contract wins and growing backlog for AMI systems indicate a reasonable level of early success with this initiative. The company nonetheless remains a relatively small player as the largest industry players have gained scale through international consolidation activity.

The rating incorporates some caution to what extent Sensus may maintain and improve upon its market position given the existence of these large formidable players and a highly competitive operating environment.

Despite the potential for continued margin pressure, Moody's expects Sensus' free cash flow to remain positive through the next couple of years, with proceeds applied to debt reduction. This may enable a modest improvement to key credit metrics and supports the rating and stable outlook. An absence of debt maturities before its currently unused revolvers mature in December 2009 provide an acceptable liquidity position, however Moody's notes that some tightness to bank covenants may occur in the company's first quarter of fiscal 2010 (April 1, 2009) once the next covenant step-down occurs.

Sensus' senior secured rating was last upgraded by Moody's in September 2006.

Headquartered in Raleigh, North Carolina, Sensus Metering Systems, Inc. is a leading provider of metering and related communication systems to electric, gas and water utilities.

SENSUS METERING: Moody's Revises Debt & Facilities Ratings to Ba2-----------------------------------------------------------------Moody's Investors Service has revised debt ratings for the bank credit facilities of two companies -- Sensus Metering Systems and Cannery Casino Resorts. The revisions follow a review of the rating impact of implementing the current version of Moody's Loss Given Default template.

Since the introduction of its LGD methodology for rating non-financial speculative-grade corporate obligors in the U.S. and Canada in September 2006, Moody's has employed an LGD template as an additional input to its broader rating methodology. The template, which provides analysts with an indication of the most likely ratings for debt instruments, has been refined several times since its introduction.

In reviewing the impact of converting LGD templates to the current version, it was determined that ratings for some issuers had not been reevaluated using the new version of the LGD template. Use of the new version suggested that the rating committee should consider changes to the ratings of Sensus and Cannery. Rating committees subsequently revised these ratings:

SIMON WORLDWIDE: Everest Special Discloses 17.02% Equity Stake--------------------------------------------------------------Everest Special Situations Fund L.P., Maoz Everest Fund Management Ltd. and Elchanan Maoz disclosed in a Securities and Exchange Commission filing that they may be deemed to beneficially own 2,767,133 common shares of Simon Worldwide, Inc., representing 17.02% of the 16,260,324 shares issued and outstanding as of June 30, 2008.

Going Concern Doubt

As reported in the Troubled Company Reporter on April 8, 2008, BDO Seidman, LLP, in Los Angeles, espressed substantial doubt about Simon Worldwide Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the years ended Dec. 31, 2007, and 2006.

BDO Seidman pointed to the company's stockholders' deficit,significant losses from operations, and lack of any operatingrevenue.

About Simon Worldwide

Headquartered in Los Angeles, Calif., Simon Worldwide Inc. (OTC: SWWI) was prior to August 2001, a multi-national, full service promotional marketing company. In August 2001, McDonald's Corporation, the company's principal customer, terminated its 25-year relationship with the company as a result of the embezzlement by a former company employee of winning game pieces from McDonald's promotional games administered by the company.

As a result of the loss of its customers, the company no longerhas any operating business. Since August 2001, the company hasconcentrated its efforts on reducing its costs and settlingnumerous claims, contractual obligations, and pending litigation. As a result of these efforts, the company has been able to resolve a significant number of outstanding liabilities that existed at Dec. 31, 2001, or arose subsequent to that date. At June 30, 2008, the company had reduced its workforce to 4 employees from 136 employees at Dec. 31, 2001. The company is currently managed by the chief executive officer, together with a principal financial officer and an acting general counsel.

Simon Worldwide's consolidated balance sheet at June 30, 2008, showed $20,026,000 in total assets, $1,158,000 in total liabilities, and $34,374,000 in redeemable preferred stock,resulting in a $15,506,000 stockholders' deficit.

The company reported net income of $1,560,000 for the secondquarter ended June 30, 2008, compared with a net loss of $380,000 for the same period last year.

SIRIUS XM: Will Refinance $300 Million in Convertible Bonds -----------------------------------------------------------Sarah McBride at The Wall Street Journal reports that Sirius XM Radio Inc. Chief Executive Mel Karmazin aims to boost investor confidence by refinancing $300 million in convertible bonds that come due in February, replacing them with bank debt.

According to WSJ, Mr. Karmazin told investors last week that he had started a series of meetings with banks. WSJ states that Mr. Karmazin said he wants to arrange the refinancing at favorable terms. WSJ relates that the last time Mr. Karmazin renegotiated debt in a hurry, which was in July, the day before the Sirius Satellite Radio Inc - XM Satellite Radio Holdings Inc merger closed, the stock price dropped 16%. Since the merger, the company's stock has fallen about 40%, and now trades at less than a dollar, WSJ adds.

Cecilia Kang at the Washington Post relates that Sirius admitted on Sept. 9 that it doesn't have enough cash to pay back the $300 million in debt and has not considered selling its Northeast Washington building to raise money. On the same day, Mr. Karmazin told investors at Merrill Lynch's 2008 Media Fall Preview conference in Marina del Ray, California, that the credit market crisis has made it more difficult for the company to raise funds but he is confident that it will resolve its debt troubles through bank financing, the Washington Post says.

The Washington Post reports that Sirius has more than $1.1 billion in debt that will come due in 2009. "We are looking to raise bank debt, probably a term that will be a couple to three years, and that will take out that issue," the Washington Post quoated Mr. Karmazin as saying. According to the report, Mr. Karmazin said that Sirius has been going through each line of expenses to lessen costs and has found $425 million in savings, about $25 million more than what was expected. The report states that the savings have come from job cuts among the top executive ranks and sales and marketing staff, while other savings have come from merging programming and general and administrative expenses.

Mr. Karmazin said that he would want to take Sirius XM private, WSJ states. If the company could generate positive cash flow in 2009, privatization would become more feasible, WSJ says, citing Mr. Karmazin.

Sirius is expected to post an adjusted loss of $350 million in 2008, the Washington Post says, citing Mr. Karmazin. The report states that Mr. Karmazin said Sirius is on track to earn $300 million next year, as previously expected. The company expects to have $2.4 billion in revenues this year and $2.7 billion next year, according to the report.

Headquartered in New York, Sirius XM Radio Inc. -- http://www.sirius.com/-- formerly Sirius Satellite Radio Inc., is a satellite radio provider. The company offers over 130 channels to its subscribers, 69 channels of 100% commercial-free music and 65 channels of sports, news, talk, entertainment, traffic, weather and data content. Its primary source of revenue is subscription fees, with most of its customers subscribing to SIRIUS on either an annual, semi-annual, quarterly or monthly basis. The company derives revenue from activation fees, the sale of advertising on its non-music channels, and the direct sale of SIRIUS radios and accessories. Various brands of SIRIUS radios are Best Buy, Circuit City, Costco, Crutchfield, Sam's Club, Target and Wal-Mart and through RadioShack.

The Debtor needs access to the cash collateral to satisfy its ongoing business expenses. Furthermore, the cash collateral will be able to provide transportation services to attendees of a convention of the American Legion on August.

STANDARD PACIFIC: MatlinPatterson Gets 27MM Shares in Offering --------------------------------------------------------------Standard Pacific Corp. disclosed in a Securities and Exchange Commission filing that on Sept. 3, 2008, approximately 27 million shares of the company's common stock were purchased in the announced 50 million share common stock registered rights offering for a total subscription price of approximately $83 million.

Pursuant to the terms of the Investment Agreement between the Company and MP CA Homes, LLC, an affiliate of MatlinPatterson Global Advisers LLC, MatlinPatterson was required to purchase, in the form of junior convertible preferred stock, the common stock equivalent of the approximately 23 million remaining shares not purchased in the Rights Offering. On Sept. 3, 2008, MatlinPatterson purchased the shares, as 69,579 shares of Series B Preferred Stock, for $69,579,000.

In issuing the 69,579 shares of Series B Preferred Stock to MatlinPatterson, the Company relied upon the exemption from registration provided by Section 4(2) of the Securities Act of 1933, as amended. The issuance was exempt from registration because it was a private sale made without general solicitation or advertising exclusively to one 'accredited investor' as defined in Rule 501 of Regulation D. Each certificate issued for the unregistered securities, or evidence of uncertificated shares, contains a legend stating that the securities have not been registered under the Securities Act and setting forth the restrictions on the transferability and the sale of the securities. MatlinPatterson has represented to the Company that it has such knowledge and experience in financial and business matters and in investments of the type contemplated by the Investment Agreement that allows it to evaluate the merits and risks of the purchase.

The number of shares of the Company's common stock into which each share of the Series B Preferred Stock is convertible is determined by dividing $1,000 by the applicable conversion price ($3.05 on the date of issuance, subject to customary anti-dilution adjustments), plus cash in lieu of fractional shares. The Series B Preferred Stock ranks pari passu with the Company's common Stock and series A preferred stock and junior to all other equity securities of the Company. The Series B Preferred Stock has no liquidation preference over the common stock. The Series B Preferred Stock is convertible at the holder's option into shares of common stock subject to the holder and its affiliates post-conversion not beneficially owning total voting power of the Company's voting stock in excess of 49%, and mandatorily converts into common stock upon the sale, transfer or other disposition of Series B Preferred Stock by MatlinPatterson or its affiliates.

The Series B Preferred Stock votes together with the common stock on all matters upon which holders of the common stock are entitled to vote. Each share of Series B Preferred Stock is entitled to such number of votes as the number of shares of common stock into which the Series B Preferred Stock is convertible, provided that the votes attributable to such shares with respect to any holder of Series B Preferred Stock cannot exceed more than 49% of the total voting power of the voting stock of the Company. Shares of Series B Preferred Stock are entitled to receive only those dividends declared and paid on the Company's common stock.

About Standard Pacific Corp.

Headquartered in Irvine, California, Standard Pacific Corp.(NYSE: SPF) -- http://www.standardpacifichomes.com/-- operates in many of the largest housing markets in the country withoperations in major metropolitan areas in California, Florida,Arizona, the Carolinas, Texas, Colorado and Nevada. The company also provides mortgage financing and title services to its homebuyers through its subsidiaries and joint ventures, Standard Pacific Mortgage Inc., SPH Home Mortgage and SPH Title.

Below Investment Grade Ratings

As reported in the Troubled Company Reporter on May 22, 2008,Fitch Ratings has downgraded Standard Pacific Corp.'s ratings as: (i) issuer default rating to 'B-' from 'B+'; (ii) senior unsecured to 'B-/RR4' from 'B+/RR4'; (iii) unsecured borrowings under its bank revolving credit facility to 'B-/RR4' from 'B+/RR4'; and (iv) senior subordinated debt to 'CCC/RR6' from 'B-/RR6'.

As reported in the Troubled Company Reporter on May 20, 2008,Standard & Poor's Ratings Services lowered its corporate creditand senior unsecured debt ratings on Standard Pacific Corp. to'B-' from 'B+'. At the same time, S&P lowered the subordinateddebt rating to 'CCC' from 'B-' and placed all ratings on thecompany on CreditWatch with negative implications. These actions affect approximately $1.3 billion of unsecured notes.

As reported in the Troubled Company Reporter on May 15, 2008,Moody's lowered the ratings of Standard Pacific Corp., including its corporate family rating to B2 from B1, its senior unsecured notes to B2 from B1, and its senior subordinated notes to Caa1 from B3. The SGL-3 liquidity assessment was affirmed. The ratings outlook is negative.

STEVE & BARRY'S: Discloses Go-Forward Plan for Existing Stores--------------------------------------------------------------Steve & Barry's disclosed its go-forward plan for existing stores, after its acquisition last month by BH S&B Holdings LLC, a newly formed affiliate of investment firms Bay Harbour Management and York Capital Management. Steve & Barry's will operate with a smaller base of 173 stores, better positioning the company to reach its profitability goals.

Final liquidation sales, featuring incredible deals on merchandise for the entire family, have begun at 103 closing STEVE & BARRY'S(R) locations. The last sales day for 24 of these stores will be Wednesday, September 24. The other locations will close soon, although there is no set final sales date.

Regarding new store openings, the company will move forward with plans to open a STEVE & BARRY'S store in the next few months at 692 Broadway in New York City, former home of the iconic Greenwich Village Tower Records* store. No other new store decisions have been finalized at this time.

"We're finalizing a strategic business plan that will put Steve & Barry's on track to meet our profitability goals over the long term," Andy Todd, president of Steve & Barry's, said. "The decision to operate with a smaller, more productive store base is integral to that plan. While the business rationale for this action is sound, we deeply regret the impact these store closings will have on our associates, our customers and the communities where these stores are located. We want to thank all of our associates for their dedication and outstanding contribution and will make every effort to transition displaced associates to go-forward stores wherever possible."

About Steve & Barry's

Based in Port Washington, New York, Steve and Barry LLC --http://www.steveandbarrys.com/-- is a national casual apparel retailer that offers high quality merchandise at low prices formen, women and children. Founded in 1985, the company operates276 anchor and junior anchor shopping center and mall-basedlocations throughout the U.S. At STEVE & BARRY'S (R) stores,shoppers will find brands they can't find anywhere else, includingthe BITTEN(TM) collection, the first-ever apparel line created byactress and global fashion icon Sarah Jessica Parker, and theSTARBURY(TM) collection of athletic and lifestyle apparel andsneakers created with NBA (R) star Stephon Marbury.

Diana G. Adams, United States Trustee for Region 2, has appointedseven members to the Official Committee of Unsecured Creditors inthe Debtors' Chapter 11 cases.

On Aug. 22, 2008, the Debtors obtained permission from the Courtto sell substantially all of their assets for $168 million to ajoint venture by Bay Harbour Management and York Capital, BHY S&BHoldings, LLC. Under the terms of the purchase agreement,majority of the Debtors' 276 stores will remain open.

SUN PRODUCTS: Moody's Lifts Credit Facilities Rtng to Ba3 from B1-----------------------------------------------------------------Moody's Investors Service changed The Sun Products Corporation's rating outlook to positive, upgraded the company's senior secured credit facilities to Ba3 from B1 and upgraded the second lien term loan to B3 from Caa1. The company's B2 corporate family and probability of default ratings are confirmed. These actions follow the acquisition of Unilever N.V.'s North American laundry care business by Vestar ($1.45 billion purchase price) and its subsequent merger with its Huish Detergent business. This concludes the review for possible upgrade initiated August 7, 2008 for Huish Detergents, Inc., renamed Sun Products Corporation.

The positive outlook reflects the company's meaningful de-leveraging to below 6 times debt-to-EBITDA following the merger as well as good opportunities for operating efficiencies through enhanced scale and customer relationships. Notably, the current environment has benefited the company's private label and value brands and, over the longer term, the company intends to enhance investment in its mid-tier branded products. While leverage has declined by several turns as a result of the combination, the rating is constrained somewhat by the limited financial reporting available due to the recent carve out of the Unilever's North American laundry care business as well as by potential challenges associated with integration process.

The upgrade of the bank credit facilities is driven by the substantial junior debt now part of the capital structure and, as a consequence of the transaction, the sizable increase in the bank lenders' collateral package. An upgrade of the corporate family rating would be based mostly on the intermediate term financial performance tracking the combination as presented including leverage remaining under 5 times.

-- $825 million first lien term loan due 2014 upgraded to Ba3 (LGD2, 26%) from B1 (LGD 3, 36%);

-- $225 million second lien term loan due 2014 upgraded to B3 (LGD4, 64%) from Caa1 (LGD 5, 88%);

The rating outlook is positive.

The Sun Products Corporation, previously Huish Detergents, Inc., based in Connecticut, is a leading manufacturer of laundry and dish detergents, fabric softeners and related household and personal care products. Pro forma for the transaction, the Sun Products Corporation reported revenues of about $1.8 billion for the fiscal year ended December 31, 2007.

The Moody's ratings of the Notes address the ultimate cash receipt of all required interest and principal payments, as provided by the Notes' governing documents, and are based on the expected loss posed to Noteholders, relative to the promise of receiving the present value of such payments.

The ratings reflect the risks due to the diminishment of cash flow from the underlying portfolio consisting of Debt Obligations, Participation Interests and Synthetic Securities due to defaults, the transaction's legal structure and the characteristics of the underlying assets.

Symphony Asset Management LLC will manage the selection, acquisition and disposition of collateral on behalf of the Issuer.

TRONOX INC: Sued by Government for $280 Mil. in Clean-Up Costs--------------------------------------------------------------Tronox LLC disclosed with the Securities and Exchange Commission that it has received a complaint in a lawsuit entitled United States of America v. Tronox LLC in the United States District Court for the District of New Jersey. Pursuant to the Complaint, the United States seeks recovery from Tronox LLC of costs incurred and to be incurred by the United States in response to releases or threatened releases of hazardous substances at or from the Federal Creosoting Superfund site located in the borough of Manville, Somerset County, New Jersey. According to the complaint, as of June 15, 2008, the United States has incurred at least $280 million in unreimbursed response costs related to the cleanup.

In 1999, Tronox LLC, a wholly owned subsidiary of Tronox Incorporated, was named as a Potential Responsible Party under The Comprehensive Environmental Response, Compensation, and Liability Act at a former wood treatment site in New Jersey at which the EPA conducted a cleanup.

"Tronox LLC did not operate the site which was sold to a third party before Tronox LLC seceded to the interests of a predecessor in the 1960s. Like Tronox LLC, the predecessor also did not operate the site which had been closed down before it was acquired by the predecessor," Michael J. Foster, Tronox's vice president, general counsel and secretary says. "Based on historical records, there are substantial uncertainties about whether or under what terms the predecessor assumed any liabilities for the site. Tronox LLC vehemently disagrees with the allegations asserted against it in the complaint and intends to vigorously defend the suit."

Headquartered in Oklahoma City, Tronox Incorporated (NYSE:TRX) -- http://www.tronox.com/-- is a producer and marketer of titanium dioxide pigment. Titanium dioxide pigment is an inorganic white pigment used in paint, coatings, plastics, paper and many other everyday products. The company's five pigment plants, which are located in the United States, Australia, Germany and the Netherlands, supply performance products to approximately 1,100 customers in 100 countries. In addition, Tronox produces electrolytic products, including sodium chlorate, electrolytic manganese dioxide, boron trichloride, elemental boron and lithium manganese oxide.

The company has $1.7 billion in total assets, including $703.5 million in current assets, as at June 30, 2008. The company has $937.8 million in current debts and $336.9 million in total noncurrent debts.

TRONOX INC: Undecided on NYSE Delisting Notice----------------------------------------------Tronox Inc. disclosed in a regulatory filing with the Securities and Exchange Commission that on Aug. 28, 2008, it was notified by the New York Stock Exchange that it is not in compliance with the NYSE's continued listing standard regarding the average closing price of its Class B Common Stock. The NYSE's notice indicated that the average closing price of the Company's Class B Common Stock was less than $1.00 over the 30 consecutive trading day period ended Aug. 27, 2008.

The Company must bring its average share price back above $1.00 by six months following receipt of the notice and must notify the NYSE within 10 business days to acknowledge receipt of the notice and indicate its intent to cure the deficiency or be subject to delisting or suspension procedures.

On Aug. 21, 2008, the Company informed the Securities and Exchange Commission regarding its failure to satisfy a different NYSE listing standard regarding its average market capitalization.

The Company has not decided on what action, if any, it will take with respect to its failure to satisfy NYSE listing standards. If the Company fails to cure its listing deficiencies, the NYSE will commence suspension and delisting procedures.

Separately, Tronox Incorporated named Gary Pittman vice president of special projects on September 3, 2008. The Company entered into an employment contract that is effective until September 3, 2009, and if not terminated at the end of that term, will automatically renew for successive one-year periods. Pursuant to the agreement, among other things, Mr. Pittman will receive a base salary of $350,000 per annum and will be eligible for bonuses. Mr. Pittman will be entitled to four weeks of vacation and the use of an apartment leased in Oklahoma City. Upon termination, other than for "cause," Mr. Pittman is eligible for a payment of twice his base salary.

Headquartered in Oklahoma City, Tronox Incorporated (NYSE:TRX) -- http://www.tronox.com/-- is a producer and marketer of titanium dioxide pigment. Titanium dioxide pigment is an inorganic white pigment used in paint, coatings, plastics, paper and many other everyday products. The company's five pigment plants, which are located in the United States, Australia, Germany and the Netherlands, supply performance products to approximately 1,100 customers in 100 countries. In addition, Tronox produces electrolytic products, including sodium chlorate, electrolytic manganese dioxide, boron trichloride, elemental boron and lithium manganese oxide.

The company has $1.7 billion in total assets, including $703.5 million in current assets, as at June 30, 2008. The company has $937.8 million in current debts and $336.9 million in total noncurrent debts.

According to The Oklahoman's Bryan Terry, VTA Oklahoma City LLC paid too high a price, a reported $48.5 million -- when it purchased Shepherd Mall in 2005.

Ford Price, co-managing partner of Price Edwards & Co., a real estate service firm in Oklahoma, was not surprised by the filing, the report said.

"I don't have any definitive facts on what's going on," Mr. Price said, according to the report. "I have spoken to reps over the years about the property. It was pretty clear to me that perhaps they had over-leveraged the property. I don't know the terms of their financing — but it did seem as if they were having trouble."

When the Debtor filed for protection from its creditors, it listed assets between $50 million and $100 million, and debts of between $10 million and $50 million.

WELLMAN INC: Gets More Time to Challenge Committee Probe--------------------------------------------------------The U.S. Bankruptcy Court for the Southern District of New York gave Wellman Inc. and its debtor-affiliates, Deutsche Bank Trust Company Americas, Bank of New York, and Wilmington Trust Company until Sept. 21, 2008, to file their objections to the proposed investigation by the Debtors' Official Committee of Unsecured Creditors.

The Creditors Committee proposed the investigation to evaluate a transaction in 2004, wherein Wellman Inc., refinanced about $375,000,000, in unsecured debt. The transaction allegedly resulted in the Debtors accumulating secured debt.

The Court also pushed the challenge deadline to Oct. 5, 2008. The Creditors Committee, however, has been barred from challenging the provisions and stipulations by the Debtors in connection with their DIP Loans following the panel's failure to do so by June 8, 2008, as required by the previous court orders.

The Court will convene a hearing on Sept. 25, 2008 to consider approval of the proposed investigation.

The parties filed the fourth stipulation in light of the Creditors Committee's withdrawal of its prior motion to lift the automatic stay. The motion sought the Court's ruling to either vacate the automatic stay or declare that the stay was vacated by consent of the Debtors on the date of their bankruptcy filing.

Headquartered in Fort Mill, South Carolina, Wellman Inc. ([OTC]: WMANQ.OB) -- http://www.wellmaninc.com/-- manufactures and markets packaging and engineering resins used in food andbeverage packaging, apparel, home furnishings andautomobiles. They manufacture resins and polyester staple fiber a three major production facilities.

The United States Trustee for Region 2 has appointed seven members to the Official Committee of Unsecured Creditors. Mark R. Somerstein, Esq., at Ropes & Gray LLP, serves as the Committee's bankruptcy counsel. FTI Consulting, Inc., acts as the panel's financial advisors.

Wellman Inc., in its bankruptcy petition, listed total assetsof $124,277,177 and total liabilities of $600,084,885, as ofDec. 31, 2007, on a stand-alone basis. Debtor-affiliate ALG,Inc., listed assets between $500 million and $1 billion on astand-alone basis at the time of the bankruptcy filing.Debtor-affiliates Fiber Industries Inc., Prince Inc., andWellman of Mississippi Inc., listed assets between $100 millionand $500 million at the time of their bankruptcy filings.

On a consolidated basis, Wellman Inc., and its debtor-affiliates listed $512,400,000 in total assets and $730,500,000 in liabilities as of June 30, 2008.

Ratings broadly reflect the company's high financial leverage, negative free cash flow generation, tightening liquidity and heightened competition from larger cable, telecom, and direct broadcast satellite operators. These risks are somewhat mitigated, however, by WOW's high quality network, its growing subscriber base across all products, expectations of continued margin improvement due to realization of further cost synergies following its Sigecom acquisition, and the perceived strength of its management team. Although the company's credit metrics have improved and incremental balance sheet strengthening is expected to benefit further from improved operating performance, ratings are somewhat tempered by the company's constrained liquidity profile and its history of shareholder-friendly financing activities.

WideOpenWest Finance, LLC is a competitive broadband provider offering cable TV, high speed Internet and telephony services. The company had approximately 418,000 basic video subscribers as of June 30, 2008 across markets in portions of Michigan, Illinois, Ohio, and Indiana. WOW produced $513 million in revenue for the last twelve months as of June 30, 2008 and maintains headquarters in Englewood, Colorado.

YOUNG BROADCASTING: Mario Gabelli et. al Discloses 9.82% Stake--------------------------------------------------------------Mario J. Gabelli and various entities which he directly or indirectly controls or for which he acts as chief investment officer, disclosed in a Schedule 13D filing with the U.S. Securities and Exchange Commission that they may be deemed to beneficially own 2,144,000 of common shares of Young Broadcasting Inc., representing 9.82% of the 21,836,161 shares outstanding as of June 30, 2008.

Headquartered in New York City, Young Broadcasting Inc. --http://www.youngbroadcasting.com/-- owns ten television stations and the national television representation firm, Adam Young Inc. Five stations are affiliated with the ABC Television Network, three are affiliated with the CBS Television Network, one is affiliated with the NBC Television Network, and one is affiliated with MyNetwork. In addition, KELO-TV-Sioux Falls, SD is also the MyNetwork affiliate in that market through the use of its digital channel capacity.

* * *

As reported in the Troubled Company Reporter on Sept. 9, 2008, Standard & Poor's Ratings Services lowered its corporate creditrating and issue-level ratings on New York City-based YoungBroadcasting Inc. The corporate credit rating was lowered to'CCC' from 'CCC+'. The rating outlook is negative. The company had about $826 million of outstanding debt as of June 30, 2008.

* Moody's Cuts and Reviews Ratings on 36 Tranches of TruPs----------------------------------------------------------Moody's has downgraded and left on review for further possible downgrade 36 tranches, and placed additional 21 tranches on review for possible downgrade, across 14 Trust Preferred CDOs.

The downgrades are prompted by the exposure of these TRUP CDOs to trust preferred securities issued by eight banks taken over by their regulators in recent months. This rating action reflects Moody's assumption that that there will be zero recovery on the trust preferred securities issued by these banks. In addition, Moody's assumes recoveries will be low on some of the other trust preferred securities currently deferring coupon payments in the collateral pools backing these securitizations. While historically many banks that have deferred payment on trust preferred securities have ultimately resumed payment, Moody's expects many banks deferring in the current environment are unlikely to become current again.

The initiation of the additional review for possible downgrades reflects a general concern that the risk of deferrals is increasing for bank issuers of trust preferred securities. The specific TRUP CDO tranches placed on review for downgrade were selected because preliminary testing revealed their ratings could be affected by an increase in the pool-wide default probability and correlation assumptions used for trust preferred securities that are currently performing.

Moody's review will focus on the implications of adjustments that may be necessary in pool-wide default probability and asset correlation assumptions to reflect the current environment. In addition, Moody's will seek to identify which securitization may have unusually high concentration exposures to banks in regions in which real estate prices have depreciated the most. In light of these revised assumptions, Moody's anticipates further pressure on TRUP CDO ratings, especially the mezzanine and subordinated tranches.

* Fitch Weighs Potential Rtngs Impact on CDOs of LBHI's Bankruptcy------------------------------------------------------------------Fitch Ratings is currently assessing the potential ratings impact of the bankruptcy of Lehman Brothers Holdings Inc. on synthetic collateralized debt obligations that it rates. Following LBHI's declaration of bankruptcy on Sept. 15, Fitch downgraded the Issuer Default Rating and debt ratings of LBHI and its parent of Lehman Brothers Inc., along with other subsidiaries.

These downgrades are expected to adversely impact the ratings of synthetic CDOs whose credit quality is linked in some way to that of Lehman-related entities.

Lehman Brothers Holdings Inc., Lehman Brothers Inc., Lehman Brothers Special Financing Inc., and other Lehman entities were active participants in the synthetic CDO market in recent years. The participation of the Lehman entities expected to impact CDO ratings can be divided into two main categories; instances where Lehman provided credit support to the CDO, either as a credit default swap counterparty or as a charged asset, and instances where Lehman's debt was referenced as part of the CDO portfolio.

Lehman acted as swap counterparty in 69 Fitch-rated synthetic CDOs; 31 in Europe; 35 in Asia; three in the U.S. In many of these transactions, Lehman Brothers Special Financing Inc. acted as the buyer of credit protection from the CDO as CDS swap counterparty, and Lehman Brothers Holdings Inc. acted as a guarantor or credit support provider. The impact on CDO note ratings where a Lehman entity acts as swap counterparty will depend upon many factors, including whether the CDO transaction faces an automatic unwind following the Lehman bankruptcy, whether the swap may be transferred to another counterparty, and the extent to which noteholders may be subject to market value risk of eligible securities in the event of early termination of the transaction.

Fitch expects early termination events to be triggered for most transactions where LBHI acts as swap counterparty or credit support provider unless a replacement counterparty is found within the required time period. If an early termination is triggered where the swap counterparty is the defaulting party, the eligible securities are typically liquidated and used to repay the CDO notes before any swap termination payment is potentially due to LBHI. In these instances, the CDO noteholders risk profile may shift from the portfolio of reference entities to the liquidation of the eligible securities. The CDO noteholders will either be paid in full from proceeds of the eligible securities, or will incur a shortfall if liquidation of the eligible securities results in a market value loss that is not offset by any overcollateralization and collateral posting requirements of the transaction.

Lehman debt instruments are eligible securities, or collateral, to four Fitch-rated funded synthetic CDOs. Funded synthetic CDOs typically depend upon swap counterparties to meet interest payments to noteholders, as well as a charged asset as collateral to make the final principal payment. CDO notes are credit-linked to the charged asset, and as such Fitch expects to downgrade notes exposed to Lehman entities as the charged asset to 'CCC' or 'D'.

Lehman related debt is referenced in the portfolios of approximately 150 Fitch-rated synthetic CDO. They were the 41st most referenced entity, appearing in approximately 25% of the portfolios of synthetic CDOs rated by Fitch. The impact of the bankruptcy and downgrade of Lehman is expected to have a much smaller impact on these transactions, as individual entities typically account for between 0.5% and 2% of the overall portfolio. The extent of impact on individual CDO ratings will depend upon the exposure to Lehman relative to the transaction's remaining credit enhancement, the extent of recoveries on the defaulted debt, and the remaining term of the transaction.

Fitch will issue rating actions on synthetic CDOs exposed to Lehman entities following analysis of transaction-specific performance and features.

Fitch's new report also provides an overview, outlook and description of the degree of cyclicality for 21 different sub-sectors; ranking them by economic sensitivity, hit-driven volatility and secular/longer-term issues. Fitch analyzes the media & entertainment portfolio's exposure to liquidity, regulatory, union, structural, pension and corporate governance issues, among others. The report also includes the rating rationale, organizational debt diagram, covenant analysis and financial summary for each of the 24 companies in the portfolio.

* Moody's Cuts Rtngs on 147 Housing Finance Agency Exposed to AIG-----------------------------------------------------------------The long-term rating of American International Group, Inc. has been downgraded to A2 from Aa3, and placed on Watchlist for Possible Downgrade and the short-term P-1 rating is on Watchlist for Possible Downgrade. The following 147 Aaa-rated local housing finance agency transactions have exposure to AIG through Guaranteed Investment Contracts, and AIG's downgrade may have a negative impact on their ratings. Moody's will review the affected issues and take appropriate rating action as necessary.

Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities.Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers' public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition of the TCR.

For copies of court documents filed in the District of Delaware, please contact Vito at Parcels, Inc., at 302-658-9911. For bankruptcy documents filed in cases pending outside the District of Delaware, contact Ken Troubh at Nationwide Research & Consulting at 207/791-2852.

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